TEXTRON INC
10-Q, 1996-08-12
AIRCRAFT & PARTS
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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, DC   20549
                                
                         _______________
                                
                            FORM 10-Q
                                
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
     SECURITIES  EXCHANGE ACT OF 1934
     For the fiscal quarter ended June 29, 1996
     OR
[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
     SECURITIES AND  EXCHANGE ACT OF 1934
                                
                  Commission file number 1-5480
                                
                         _______________
                                
                          TEXTRON INC.
                                
     (Exact name of registrant as specified in its charter)
                                
                         _______________
                                
            Delaware                  05-0315468
(State or other jurisdiction of       (I.R.S. Employer Identification
 incorporation or organization)       No.)
                                
          40 Westminster Street, Providence, RI   02903
                          401-421-2800
  (Address and telephone number of principal executive offices)
                                
                         _______________
                                
Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports)  and  (2) has been subject  to  such  filing
requirements for the past 90 days.


                                                X  Yes  No
                                                            
                                                            
                                                            
  Common stock outstanding at July 27, 1996 - 83,613,000 shares

***************************************************************************
<TABLE>
                                                                  <PAGE>  2.
Item 1.FINANCIAL STATEMENTS
                                TEXTRON INC.
                Consolidated Statement of Income (unaudited)
               (Dollars in millions except per share amounts)
                                      
                                 Three Months Ended    Six Months Ended
                                   June      July 1,     June       July
                                   29,         1995      29,         1,
                                   1996                  1996       1995
<S>                          <C>         <C>       <C>          <C>
Revenues                                                         
Manufacturing sales           $  1,867     $ 1,651   $ 3,567     $ 3,205
Finance revenues                   517         487     1,031         962
   Total revenues                2,384       2,138     4,598       4,167

Costs and expenses                                               
Cost of sales                    1,520       1,351     2,913       2,629
Selling and administrative         342         306       673         608
Interest                           183         209       366         411
Provision for losses on                                    
collection of finance
receivables, less recoveries        54          39       107          78
Other                               69          56       139         107
  Total costs and expenses       2,168       1,961     4,198       3,833

Income from continuing
operations before income taxes
and distributions on preferred
securities of subsidiary trust     216         177       400         334
subsidiary trust
Income taxes                       (84)        (70)     (156)       (132)
Distributions on preferred                                    
securities of subsidiary
trust, net of income taxes          (7)          -       (10)          -

Income from continuing
operations                         125         107       234         202
Discontinued operation, net of                                    
income taxes:                                                    
   Income from operations            -          14        16          28
   Estimated loss on disposal        -           -       (90)          -
                                     -          14       (74)         28

Net income                     $   125     $   121    $  160      $  230
Per common share:                                                
   Income from continuing
operations                     $  1.44     $  1.23    $ 2.70      $ 2.33
     Discontinued operation          -        0.17     (0.85)       0.32
     Net income                $  1.44     $  1.40    $ 1.85      $ 2.65

Average shares outstanding* 86,575,000  86,679,000   86,597,000   86,862,000

Dividends per share:                                             
   $2.08 Preferred stock,
    Series A                   $   .52     $   .52    $ 1.04       $ 1.04
   $1.40 Preferred stock,
    Series B                   $   .35     $   .35    $  .70       $  .70
   Common stock                $   .44     $   .39    $  .88       $  .78

*Average shares outstanding assume full conversion of preferred  stock  and
exercise of options.

See notes to consolidated financial statements.
</TABLE>
***************************************************************************
                                                                 <PAGE> 3.
<TABLE>
Item 1.   FINANCIAL STATEMENTS (Continued)
                                TEXTRON INC.
                       Consolidated Balance Sheet (unaudited)

<S>                                            <C>                  <C>
(In million)                                 June 29,          December 30,
                                               1996               1995

Assets
Cash and cash equivalent                 $       184          $        84
Investments                                      779                  778
Receivables - net:
  Finance                                      9,524                9,362
  Commercial and U.S. Government                 887                  777
                                              10,411               10,139

Inventories                                    1,471                1,284
Property, plant and equipment, less
 accumulated depreciation of $1,700 
 and $1,585                                    1,468                1,373
Goodwill, less accumulated amortization
 of $376 and $347                              1,599                1,491
Investment in discontinued operation,
 less estimated net loss on disposal
 in 1996                                         962                1,161
Other (including net prepaid income
 taxes)                                        1,480                1,384
 Total assets                            $    18,354          $    17,694

Liabilities and shareholders' equity
Liabilities
Accounts payable                         $       765          $       684
Accrued postretirement benefits
 other than pensions                             919                  919
Other accrued liabilities (including
 income taxes)                                 2,628                2,468
Debt:
 Textron Parent Company Borrowing Group        1,715                1,774
 Finance subsidiaries                          8,563                8,437
                                              10,278               10,211
 Total liabilities                            14,590               14,282

Textron-obligated mandatorily redeemable
 preferred securities of subsidiary trust
 holding solely Textron junior subordinated
 debt securities                                 483                     -
Shareholders' equity
Capital stock:
 Preferred stock                                  15                    15
 Common stock *                                   12                    12
Capital surplus                                  770                   750
Retained earnings                              2,950                 2,864
Other (primarily currency translation and
  securities valuation adjustments)               (3)                  129
                                               3,744                 3,770
 Less cost of treasury shares                    463                   358
 Total shareholders' equity                    3,281                 3,412
 Total liabilities and shareholders
  equity                                 $    18,354            $    17,694

*Common shares outstanding                84,175,000             84,935,000

See notes to consolidated financial statements.
</TABLE>
*****************************************************************************
<TABLE>
Item 1. FINANCIAL STATEMENTS (Continued)                         <PAGE> 4.

                                  TEXTRON INC.
                Consolidated Statement of Cash Flows (unaudited)
                                  (In millions)
                                                           Six Months Ended
                                                       June 29,      July 1,
                                                         1996          1995
<S>                                                    <C>        <C>
Cash flows from operating activities:                             
Income from continuing operations                       $  234     $  202
Adjustments to reconcile income from continuing             
operations to net cash provided
  by operating activities:                                      
    Depreciation and amortization                          189        166
    Provision for losses on receivables                    109         81
    Changes in assets and liabilities excluding those             
     related to acquisitions and divestitures:
       Increase in commercial and U.S. Government
        receivables                                         (1)       (65)
       Increase in inventories                            (113)       (48)
       Increase in other assets                            (49)       (10)
       Decrease in accounts payable                        (11)        (7)
       Increase (decrease) in accrued liabilities           84       (147)
    Other - net                                            (31)        38

    Cash provided by operating activities of
     continuing operations                                 411        210
    Cash provided by operating activities of
     discontinued operation                                247        247
    Net cash provided by operating activities              658        457

Cash flows from investing activities:                             
Purchases of investments                                   (71)       (99)
Proceeds from disposition of investments                    30         45
Maturities and calls of investments                         27         27
Finance receivables:                                              
  Originated or purchased                               (3,221)    (3,072)
  Repaid or sold                                         3,027      2,827
Cash used in acquisitions                                 (111)       (40)
Capital expenditures                                      (128)      (131)
Other investing activities - net                           (25)       (11)
  Cash used by investing activities of 
   continuing operations                                  (472)      (454)
  Cash used by investing activities of
   discontinued operation                                 (274)      (304)
  Net cash used by investing activities                   (746)      (758)

Cash flows from financing activities:                             
Increase in short-term debt                                463         54
Proceeds from issuance of long-term debt                   867      1,719
Principal payments on long-term debt                    (1,452)    (1,294)
Issuance of Textron-obligated mandatorily  
 redeemable preferred securities of 
 subsidiary trust holding solely Textron 
 junior subordinated debt securities                       483          -
Proceeds from exercise of stock options                     25         18
Purchases of Textron common stock                         (117)       (93)
Purchases of Textron common stock from Paul Revere         (34)       (22)
Dividends paid                                             (74)       (67)
  Cash provided by financing activities of
   continuing operations                                   161        315
  Cash provided by financing activities of
   discontinued operation                                   12         57
   Net cash provided by financing activities               173        372

Net increase in cash                                        85         71
Elimination of cash flow of discontinued operation          15          -
Cash at beginning of period                                 84         49
Cash and cash equivalent at end of period               $  184     $  120

See notes to consolidated financial statements.
</TABLE>
***************************************************************************
Item 1.    FINANCIAL STATEMENTS (Continued)                     <PAGE> 5.
                               TEXTRON INC.
     Notes to Consolidated Financial Statements (unaudited)
                                
Note 1:   Basis of Presentation

          The  financial statements should be read in conjunction
          with  the  financial statements included  in  Textron's
          Annual  Report on Form 10-K for the year ended December
          30, 1995 and Current Report on Form 8-K/A dated May 17,
          1996.  The financial statements reflect all adjustments
          (consisting   only  of  normal  recurring  adjustments,
          except for recording the estimated loss on disposal  of
          Paul Revere -- see below for additional information  on
          the  discontinued operation) which are, in the  opinion
          of  management,  necessary for a fair  presentation  of
          Textron's consolidated financial position at  June  29,
          1996,  and  its consolidated results of operations  for
          each  of  the  respective three and six  month  periods
          ended  June  29, 1996 and July 1, 1995 and consolidated
          cash flows for each of the six month periods ended June
          29,  1996  and July 1, 1995.  The results of operations
          for  the  six  months  ended  June  29,  1996  are  not
          necessarily  indicative of results for the  full  year.
          Textron has restated its financial statements for prior
          periods as presented herein to treat Paul Revere  as  a
          discontinued operation.

          Discontinued operation

          Discontinued  operations
          relates  to  the  sale of Paul Revere, an  83.3%  owned
          subsidiary.  Textron has entered into an agreement with
          Provident   Companies,  Inc.  whereby  Provident   will
          acquire  all of the outstanding shares of Paul Revere's
          common stock for approximately $26 per share.

          The   transaction   has
          received  Federal  Trade Commission  clearance  and  is
          subject  to state regulatory approvals and the  consent
          of  Provident  and  Paul  Revere  shareholders.

          Paul  Revere's  revenues
          for  the  three month periods ended June 30,  1996  and
          June  30,  1995  were $383 million  and  $364  million,
          respectively,  and for the six month periods  ended  on
          those   dates  were  $766  million  and  $722  million,
          respectively.



Note 2:   Inventories
                                             June 29,    December 30,
                                               1996         1995
                                                 (In millions)
          Finished goods                     $ 394         $ 352
          Work in process                     1,020          911
          Raw materials                        261           217
                                             1,675         1,480
          Less progress payments and 
          customer deposits                    204           196
                                            $1,471        $1,284

***************************************************************************
                                                                 <PAGE> 6.
Item 1.   FINANCIAL STATEMENTS (Continued)

Note 3:   Textron-obligated mandatorily redeemable preferred
          securities  of subsidiary trust holding solely  Textron
          junior subordinated debt securities

          On February 9, 1996, a trust sponsored and wholly-owned
          by  Textron issued  preferred securities to the  public
          (for  $500 million) and shares of its common securities
          to  Textron (for $15.5 million), the proceeds of  which
          were  invested by the trust in $515.5 million aggregate
          principal amount of Textron's newly issued 7.92% Junior
          Subordinated Deferrable Interest Debentures, due  2045.
          The  debentures  are the sole asset of the  trust. 
          The  amounts due to  the  trust  under  the
          debentures  and  the related income  statement  amounts
          have   been   eliminated   in  Textron's   consolidated
          financial statements.
          
          The   preferred   securities  accrue   and   pay   cash
          distributions quarterly at a rate of 7.92%  per  annum.
          Textron  has  guaranteed,  on  a  subordinated   basis,
          distributions  and other payments due on the  preferred
          securities.  The  guarantee, when taken  together  with
          Textron's obligations under the debentures and  in  the
          indenture pursuant to which the debentures were  issued
          and   Textron's  obligations  under  the  Amended   and
          Restated  Declaration  of Trust  governing  the  trust,
          provides a full and unconditional guarantee of  amounts
          due on the preferred securities.
          
          The  preferred  securities are  mandatorily  redeemable
          upon  the maturity of the debentures on March 31, 2045,
          or  earlier to the extent of any redemption by  Textron
          of any debentures.  The redemption price in either such
          case  will  be  $25 per share plus accrued  and  unpaid
          distributions to the date fixed for redemption.
          
Note 4:   Contingencies

          There are pending or threatened against Textron and its
          subsidiaries  lawsuits and other proceedings,  some  of
          which   allege   violations   of   federal   government
          procurement regulations, involve environmental matters,
          or  are  or  purport to be class actions.  Among  these
          suits and proceedings are some which seek compensatory,
          treble  or  punitive  damages in  substantial  amounts;
          fines, penalties or restitution; or the remediation  of
          allegedly  hazardous  wastes; or, which  under  federal
          government  procurement  regulations  could  result  in
          suspension  or debarment of Textron or its subsidiaries
          from  U.S. Government contracting for a period of time.
          On   the  basis  of  information  presently  available,
          Textron believes that any liability for these suits and
          proceedings, or the impact of the application  of  such
          government  regulations,  would  not  have  a  material
          effect on Textron's net income or financial condition.

*************************************************************************** 
                                                                  <PAGE> 7.
Item 1.   FINANCIAL STATEMENTS (Continued)

Note 5:   Financial information by borrowing group

          Textron  consists of two borrowing groups - the Textron
          Parent  Company  Borrowing  Group  (comprised  of   all
          entities   of   Textron   other   than   its    finance
          subsidiaries) and its finance subsidiaries.

***************************************************************************
                                                                   <PAGE> 8.
<TABLE>
Item 1.   FINANCIAL STATEMENTS (Continued)

Note 5:   Financial information by borrowing group (continued)
TEXTRON PARENT COMPANY BORROWING GROUP
(unaudited) (In millions)
                                   Three Months Ended       Six Months Ended
                                  June 29,     July 1,   June 29,      July 1,
<S>                             <C>            <C>       <C>         <C>
Statement of Income                 1996         1995      1996         1995
Sales                            $1,867         $1,651    $3,567      $3,205
Costs and expenses                                                    
Cost of sales                     1,520          1,351     2,913       2,629
Selling and administrative          189            158       366         315
Interest                             37             52        75         102
  Total costs and expenses        1,746          1,561     3,354       3,046
                                    121             90       213         159

Pretax income of finance
  subsidiaries                       95             87       187         175
Income from continuing operations                                      
 before income taxes and                                       
 distributions on preferred
 securities of subsidiary trust     216            177       400         334
Income taxes                        (84)           (70)     (156)       (132)
Distributions on preferred                                       
 securities of subsidiary trust,
 trust, net of income taxes          (7)             -       (10)          -
Income from continuing operations   125            107       234         202
Discontinued operation, net of
income taxes:
  Income from operations              -             14        16          28
  Estimated loss on disposal          -              -       (90)          -
                                      -             14       (74)         28

Net income                        $ 125          $ 121     $ 160       $ 230
</TABLE>
<TABLE>
                                                                          
<S>                                                <C>          <C>
                                                    June 29,     December 30,
Balance Sheet                                          1996         1995
Assets                                                               
Cash and cash equivalent                            $  160 *      $  56
Receivables - net                                      887          777
Inventories                                          1,471        1,284
Investments in finance subsidiaries                  1,524        1,475
Property, plant and equipment - net                  1,392        1,297
Goodwill, less accumulated amortization of 
 $255 and $233                                       1,456        1,344
Investment in discontinued operation, less 
 estimated net loss on disposal in 1996                962        1,161
Other (including net prepaid income taxes)           1,258        1,177
  Total assets                                      $9,110       $8,571

Liabilities and shareholders' equity                                 
Accounts payable and accrued liabilities  
 (including income taxes)                           $3,631       $3,385
Debt                                                 1,715        1,774
Textron-obligated mandatorily redeemable 
 preferred securities of subsidiary trust 
 holding solely Textron junior subordinated
 debt securities                                       483            -
Shareholders' equity                                 3,281        3,412
  Total liabilities and shareholders' equity        $9,110       $8,571
</TABLE>
*  Includes a short-term investment of $50 million used for 
   acquisitions shortly after the end of the month.

***************************************************************************
Item 1.  FINANCIAL STATEMENTS (Continued)                       <PAGE>  9.

Note 5:  Financial information by borrowing group (continued)

<TABLE>
TEXTRON PARENT COMPANY BORROWING GROUP                          
(unaudited) (In millions)                                       

<S>                                           <C>      <C>
                                                Six Months Ended
                                               June 29     July 1,
Statement of Cash Flows                         1996       1995
Cash flows from operating activities:                           
Income from continuing operations              $  234    $  202
Adjustments to reconcile income from
 continuing operations to net cash
 provided by operating activities:
    Undistributed earnings of finance
     subsidiaries                                 (49)      (49)
    Depreciation and amortization                 125       109
    Changes in assets and liabilities
     excluding those related to
     acquisitions and divestitures:
       Increase in receivables                     (1)      (65)
       Increase in inventories                   (113)      (48)
       Decrease (increase) in other assets        (55)        5
       Increase (decrease) in accounts
        payable and accrued liabilities            91      (118)
    Other - net                                    13        63
    Net cash provided by operating activites      245        99

Cash flows from investing activities:                       
Capital expenditures                             (117)     (121)
Cash used in acquisitions                        (111)        -
Other investing activities - net                  (18)      (33)
   Net cash used by investing activities         (246)     (154)

Cash flows from financing activities:                       
Increase (decrease) in short-term debt            (38)        5
Proceeds from issuance of long-term debt          666       630
Principal payments on long-term debt             (806)     (347)
Issuance of Textron-obligated mandatorily                   
 redeemable preferred securities of sub-
 sidiary trust holding solely Textron junior
 subordinated debt securities                     483         -
Proceeds from exercise of stock options            25        18
Purchases of Textron common stock                (117)      (93)
Purchases of Textron common stock from Paul
 Revere                                           (34)      (22)
Dividends paid                                    (74)      (67)
   Net cash provided by financing activities      105       124

Net increase in cash                              104        69
Cash at beginning of period                        56        20
Cash and cash equivalent at end of period      $  160    $   89
</TABLE>
***************************************************************************
Item 1. FINANCIAL STATEMENTS (Continued)                        <PAGE> 10.

Note 5:   Financial information by borrowing group (continued)

<TABLE>
FINANCE SUBSIDIARIES
(unaudited) (In millions)

<S>                           <C>          <C>        <C>         <C>
                                Three Months Ended       Six Months Ended                                         
                              June 30,      June 30,  June 30,     June 30,
Statement of Income             1996          1995      1996         1995
Revenues                       $ 517        $  487     $1,031      $  962
Costs and expenses                                                
Selling and administrative       153           148        307         293
Interest                         146           157        291         309
Provision for losses on                                            
 collection of finance
 receivables, less recoveries     54            39        107          78
Other                             69            56        139         107
   Total costs and expenses      422           400        844         787
Income before income taxes        95            87        187         175
Income taxes                     (38)          (33)       (74)        (68)
Net income                     $  57        $   54     $  113      $  107

</TABLE>
<TABLE>
<S>                                             <C>         <C>
                                                June 30,     December 31,
Balance Sheet                                     1996           1995
Assets                                                            
Cash                                             $   24      $   28
Investments                                         773         771
Finance receivables - net                         9,524       9,370
Other                                               678         657
    Total assets                                $10,999     $10,826
Liabilities and equity                                            
Accounts payable and accrued liabilities 
 (including income taxes)                        $  912      $  914
Debt                                              8,563       8,437
Equity                                            1,524       1,475
    Total liabilities and equity                $10,999     $10,826

</TABLE>

**************************************************************************
                                                                <PAGE> 11.

Item 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
           RESULTS OF OPERATIONS
<TABLE>
                                TEXTRON INC.
                   Revenues and Income by Business Segment
                                (In millions)

<S>                       <C>          <C>          <C>           <C>
                            Three Months Ended          Six Months Ended
                          June 29,      July 1,      June 29,      July 1,
                            1996          1995         1996          1995
REVENUES                                                          
MANUFACTURING:                                                    
  Aircraft                 $ 622        $ 635         $1,248        $1,177
  Automotive                 449          398            864           822
  Industrial                 564          353          1,003           702
  Systems and Components     232          265            452           504
                           1,867        1,651          3,567         3,205
                                                                  
FINANCE                      517          487          1,031           962
Total revenues            $2,384       $2,138         $4,598        $4,167

INCOME                                                            
MANUFACTURING:                                                    
  Aircraft                 $  66        $  64          $ 119         $ 105
  Automotive                  42           36             80            73
  Industrial                  60           41            109            84
  Systems and Components      20           23             38            42
                             188          164            346           304
                                                                  
FINANCE                       95           87            187           175
                                                                  
Segment operating income     283          251            533           479
Corporate expenses and      
 other - net                 (30)         (22)           (58)          (43)
Interest expense - net       (37)         (52)           (75)         (102)
Income from continuing                                              
operations before income                                          
taxes and distributions                                           
on preferred securities
of subsidiary trust        $ 216        $ 177          $ 400         $ 334
</TABLE>
***************************************************************************
                                                                 <PAGE> 12.
Item 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
       CONDITION AND RESULTS OF OPERATIONS (Continued)
                                
Financial Condition

Textron  Parent  Company Borrowing Group: During the  six  months
ended June 29, 1996, the Textron Parent Company Borrowing Group's
operating  activities provided cash of $245  million  versus  $99
million during the corresponding period of 1995.   Cash flows for
1996 were affected by income from continuing operations partially
offset by inventory buildups at the Aircraft divisions related to
the  Citation  X  aircraft and certain  helicopter  models.   The
Group's  debt  decreased by $59 million principally  due  to  the
issuance of preferred securities ($500 million -- see below)  and
cash  provided  by operations ($245 million) which exceeded  cash
used for (a) financing acquisitions ($343 million), (b) purchases
of  1.4  million shares of Textron common stock under  its  stock
repurchase program ($117 million), (c) capital expenditures ($117
million),   (d)  payments  of dividends ($74  million),  and  (e)
purchases of Textron common stock from Paul Revere ($34 million).

During  the six months ended July 1, 1995, the Group's  operating
activities  provided  cash  of $99 million  versus  $225  million
during  the corresponding period of 1994.  The decrease  in  1995
was  principally due to increased tax payments in 1995  partially
offset  by  increased  income in 1995 and a  larger  increase  in
receivables in 1994, due primarily to changed payment terms  with
certain customers.

On  February  1, 1996, a new shelf registration statement  became
effective,  covering,  in addition to the remaining  unused  $211
million  of  unsecured debt securities previously registered,  an
aggregate amount of $800 million of (a) debt issuable by  Textron
and  (b)  preferred  securities issuable by  entities  formed  by
Textron   on  behalf  of  which  Textron  would  provide  certain
guarantees.   On February 9, 1996, a trust sponsored  by  Textron
issued $500 million of such preferred securities, the proceeds of
which  were invested by the trust in Textron's newly issued 7.92%
Junior  Subordinated  Deferrable Interest Debentures,  due  2045.
The  proceeds from the issuance of the debentures were  initially
used  by  Textron for the repayment of long-term borrowings.

The  Textron  Parent Company Borrowing Group's credit  facilities
not  used or reserved as support for outstanding commercial paper
or  bank  borrowings at June 29, 1996 were $791 million.  Textron
had  $511  million  available at June 29, 1996  under  its  shelf
registration  statements filed with the Securities  and  Exchange
Commission.

In  July  1996,  Textron entered into a five year  multi-currency
credit  agreement with 14 banks for $350 million to be  used  for
its foreign operations.

Of  the  Textron  Parent Company Borrowing Group's  $602  million
principal  notional  amount of interest rate exchange  agreements
outstanding  at  December  30, 1995,  $140  million  subsequently
expired through June 29, 1996.
**************************************************************************
                                                                <PAGE> 13.
Item 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS (Continued)

In  January  1996,  Textron  acquired  Xact  Products,  Inc.,   a
precision-formed metal parts manufacturer based in  Michigan  and
in April  1996, it acquired Valois Industries (which has been re-
named   Textron Industries, S.A.), a Paris-based manufacturer  of
engineered  fastening systems, for an aggregate of  approximately
$256 million.

In   early   July  1996,  Textron  acquired  Klauke,   a   German
manufacturer  of  electrical connectors,  sleeves,  and  battery-
powered  tools for the utility and electrical contracting markets
and  the  UK-based washer systems business of Valeo Wiper Systems
Ltd,  a division of France-based Valeo S.A., for an aggregate  of
approximately $50 million.

Management  believes  that the Textron Parent  Company  Borrowing
Group will continue to have adequate access to credit markets and
that  its  credit  facilities  and  cash  flows  from  operations
- --including    dividends   received   from   Textron's    finance
operations-- will continue to be more than sufficient to meet its
operating needs and to finance growth.

Finance subsidiaries: The finance subsidiaries paid dividends  of
$64  million  and  $58  million to  the  Textron  Parent  Company
Borrowing Group during the six month periods ended June 29,  1996
and July 1, 1995,  respectively.

During the first half of 1996, the finance subsidiaries had  $180
million  of  interest rate exchange agreements  expire  and  $283
million  of  interest rate exchange agreements  go  into  effect.
These  agreements, which have a weighted average original term of
two  years and expire through 1999, had the effect of fixing  the
rate  of  interest  at  approximately 7.7%  on  $283  million  of
variable rate borrowings at June 30, 1996.

Results  of  Operations - Three months ended June  29,  1996  vs.
Three months ended July 1, 1995

Textron  reported  second quarter 1996 earnings  per  share  from
continuing  operations of $1.44 per share, up 17% from  the  1995
amount  of $1.23.  Income from continuing operations in  1996  of
$125  million  was  up  from  $107 million  for  1995.   Revenues
increased 12% to $2.4 billion in 1996 from $2.1 billion in  1995.
Net income was $125 million versus $121 million in 1995.

The  Aircraft segment's revenues decreased $13 million (2%),  due
to  lower revenues at Bell Helicopter.  However, income increased
$2   million   (3%),  principally  at  Cessna   Aircraft.    Bell
Helicopter's  revenues decreased primarily as a result  of  lower
sales  of  military  helicopters  to  the  U.S.  Government  ($62
million)  and  lower  revenues on  the  V-22  EMD  contract  ($32
million).  Bell's income decreased, slightly, as a result of  the
lower revenues and higher product development expenses related to
new  helicopter models ($2 million).  Cessna's revenues increased
primarily  as  a  result of higher sales  of  business  jets  and
utility turboprop aircraft.  Its income increased as a result  of
the   higher   revenues,  partially  offset  by  higher   product
development and selling and administrative expenses  due  to  the
introduction and support of new products.
***************************************************************************
                                                                 <PAGE> 14.
Item 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS (Continued)

The  Automotive  segment's  revenues  and  income  increased  $51
million  (13%) and $6 million (17%), respectively.   The  revenue
increase  was due principally to higher North American automotive
production, particularly from the improved volume of light trucks
at  Chrysler.  Income increased on the higher volume and improved
operating performance.

The  Industrial segment's revenues increased $211  million  (60%)
and income increased $19 million (46%).  These increases were due
principally  to  higher sales in the fastening  systems  business
($187  million), reflecting the acquisitions of Elco  Industries,
Friedr.  Boesner GmbH, and Textron Industries S.A.  In  addition,
income  increased at E-Z-GO as a result of higher sales  of  golf
cars and improved operating performance.

The   Systems  and  Components  segment's  revenues  and   income
decreased  $33  million (12%) and $3 million (13%), respectively.
The decrease in revenues was principally due to reduced shipments
on certain U.S. Government and commercial aerospace contracts.
    
The  Finance segment's revenues increased $30 million (6%), while
income  increased $8 million (9%).  AFS' revenues  increased  $26
million,  primarily  as  a result of an  increase  in  yields  on
finance  receivables and an increase in earned premiums  in  both
the  finance-related  and the independent  insurance  operations.
Its  income increased $5 million due to those factors, a decrease
in  the  average  cost  of  borrowed funds  and  an  increase  in
investment income due to a higher level of invested assets.  This
favorable impact was partially offset by an increase in the ratio
of  net  credit  losses  to average finance  receivables  and  an
increase  in  the  ratio of insurance losses to earned  insurance
premiums in AFS' independent insurance operations.  TFC's  income
increased $3 million on higher revenues of $4 million, due  to  a
higher  level of average finance receivables, higher fee  income,
principally  due  to increased arrangement fee  income  and  late
charges,  and  a decrease in the average cost of borrowed  funds.
These  favorable  factors  were  partially  offset  by  a  higher
provision  for loan losses, principally due to higher charge-offs
in the equipment portfolio.
    
Corporate  expenses  and other - net increased  $8  million,  due
principally  to  the reclassification of certain nondebt  related
expense  from  the interest expense line ($5 million).   Interest
expense  -  net  for the Textron Parent Company  Borrowing  Group
decreased  $15  million  due  to the reclassification  and  lower
average  debt,  due principally to the payment of debt  with  the
proceeds  from the issuance of preferred securities  in  February
1996.

Results  of Operations - Six months ended June 29, 1996  vs.  Six
months ended July 1, 1995

Textron  reported  first  half  1996  earnings  per  share   from
continuing  operations of $2.70 per share, up 16% from  the  1995
amount  of $2.33.  Income from continuing operations in  1996  of
$234  million  was  up  from  $202 million  for  1995.   Revenues
increased 10% to $4.6 billion in 1996 from $4.2 billion in  1995.
Net income was $160 million versus $230 million in 1995.

The  Aircraft segment's revenues and income increased $71 million
(6%)  and  $14  million (13%), respectively.   Bell  Helicopter's
revenues  decreased  primarily as a  result  of  lower  sales  of
***************************************************************************
                                                                 <PAGE> 15.
Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS (Continued)

military  helicopters to the U.S. Government  ($76  million)  and
lower  revenues  on  the  V-22 program ($12  million),  partially
offset  by  higher  domestic and international helicopter  sales,
including  increased deliveries on the Canadian  Forces  contract
($46  million).   Bell's income increased as a  result  of  lower
product development expenses related to new helicopter models and
additional income on the V-22 program, partially offset by  lower
income  related  to  the decreased revenues.   Cessna's  revenues
increased  primarily as a result of the higher sales of  business
jets  and utility turboprop aircraft.  Its income increased as  a
result of the higher revenues, partially offset by higher product
development and selling and administrative expenses  due  to  the
introduction and support of new products.

The  Automotive  segment's  revenues  and  income  increased  $42
million (5%) and $7 million (10%), respectively.  Despite overall
lower  North American automotive production and the impact  of  a
strike  at  certain General Motors' plants in the  first  quarter
1996,  revenues increased as a result of improved volume of light
trucks  at  Chrysler as well as a ramp-up in sales  at  Textron's
Saltillo, Mexico facility.  Income increased as a result  of  the
higher revenues and improved operating performance.

The  Industrial  segment's  revenues and  income  increased  $301
million  (43%)  and  $25  million  (30%),  respectively.    These
increases  were due principally to higher sales in the  fastening
systems  business ($264 million), reflecting the acquisitions  of
Elco  Industries,  Friedr. Boesner GmbH, and  Textron  Industries
S.A.   In  addition, income increased at E-Z-GO as  a  result  of
higher sales of golf cars and better operating performance, while
revenues  and  income decreased at Speidel, due to  lower  retail
demand for certain products.

The   Systems  and  Components  segment's  revenues  and   income
decreased  $52  million (10%) and $4 million (10%), respectively.
The decrease in revenues was principally due to reduced shipments
on certain U.S. Government and commercial aerospace contracts.
    
The Finance segment's revenues increased $69 million (7%), while
income increased $12 million (7%).  AFS' revenues increased  $61
million,  primarily  as  a result of an increase  in  yields  on
finance receivables (18.59% in the first half 1996 vs. 17.88% in
the  first half 1995) and an increase in earned premiums in both
the  finance-related  and the independent insurance  operations.
Its income increased $8 million due to those factors, a decrease
in  the average cost of borrowed funds (6.95% in the first  half
1996  vs.  7.41%  in  the first half 1995) and  an  increase  in
investment  income  due to a higher level  of  invested  assets.
This favorable impact was partially offset by an increase in the
ratio of net credit losses to average finance receivables (2.64%
in  the first half 1996 vs. 1.89% in the first half 1995) and an
increase  in  the ratio of insurance losses to earned  insurance
premiums  in AFS' independent insurance operations.   Throughout
the first six months of 1996, economic conditions have continued
to  burden  the  consumer finance customer  and,  as  a  result,
receivable volume has been negatively affected and delinquencies
and  net  credit  losses  have remained higher  than  historical
norms.  TFC's income increased $4 million on higher revenues  of
$8   million  ,  due  to  a  higher  level  of  average  finance
receivables  ($3.019 billion in the first half 1996  vs.  $2.804
billion  in the first half 1995), higher fee income, principally
due to increased arrangement fee income and late charges, and  a
decrease  
***************************************************************************
                                                                 <PAGE> 16.
Item 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS (Continued)

in  the average cost of borrowed funds (6.24%  in  the
first  half  1996  vs.  6.68% in the first  half  1995).   These
favorable  factors were partially offset by a  higher  provision
for  loan losses, principally due to higher charge-offs  in  the
equipment portfolio and reserve strengthening.
    
Corporate  expenses and other - net increased $15  million,  due
principally  to the reclassification of certain nondebt  related
expense  from  the  interest expense line ($11  million)  and  a
pretax  charge  related  to the early  redemption  of  debt  ($2
million).  Interest expense - net for the Textron Parent Company
Borrowing   Group   decreased   $27   million   due    to    the
reclassification,  a lower average cost of borrowing  and  lower
average  debt,  due  in part to the payment  of  debt  from  the
proceeds from the sale of preferred securities in February 1996.

***************************************************************************
                                                             <PAGE> 17.
                  PART II.   OTHER INFORMATION


        
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

        At  Textron's  annual  meeting of  shareholders  held  on
        April 24, 1996, the following items were voted upon:

        1.  The following persons were elected to  serve
            as directors in Class III for three year terms expiring
            in  1999 and received the votes listed.  There were  no
            abstentions  or  broker  non-votes  applicable  to  the
            election of directors:

            Name                  For               Withheld
            H. Jesse Arnelle      70,607,265        3,028,683
            Brian H. Rowe         70,632,670        3,003,278
            Sam F. Segnar         70,566,159        3,069,789
            Jean H. Sisco         70,492,241        3,143,707
            Martin D. Walker      70,673,894        2,962,054
                                           

            The following directors have terms of office which
            continued  after  the meeting:  Lewis B.  Campbell,  R.
            Stuart  Dickson, Paul E. Gagne, James F. Hardymon,  John
            D.  Macomber, Barbara Scott Preiskel, John W. Snow  and
            Thomas B. Wheeler.

         2. The appointment of Ernst & Young LLP as Textron's
            independent auditors for     1996 was ratified  by  the
            following vote:

            For           Against      Abstain      Broker Non-Votes
            72,872,608    441,195      322,145             0

         3. A  shareholder resolution recommending  that
            all   future  non-employee  directors  not  be  granted
            pension   benefits   and   that  current   non-employee
            directors voluntarily relinquish their pension benefits
            was defeated by the following vote:

            For           Against      Abstain       Broker Non-Votes
            27,667,951    39,363,499   1,893,135     4,711,363

*****************************************************************************
                                                                  <PAGE> 18.
        
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
             
        (a)  Exhibits
             
             12.1 Computation of ratio of income to combined
                  fixed   charges   and   preferred   securities
                  dividends   of  the  Textron  Parent   Company
                  Borrowing Group.
             
             12.2 Computation of ratio of income to combined
                  fixed   charges   and   preferred   securities
                  dividends   of  Textron  Inc.  including   all
                  majority-owned subsidiaries.
             
             27   Financial  Data Schedule (filed electronically only)
             
        (b)  Reports on Form 8-K

             During  the  quarter ended June 29,  1996,  Textron
             filed the following reports on Form 8-K:

             (i)  Current  Report  on Form  8-K  filed  with  the
             Securities  and  Exchange Commission  dated  May  2,
             1996,  reporting,  under Item 5 (Other  Events)  and
             Item  7  (Exhibits), (a) information  regarding  the
             proposed  sale to Provident Companies, Inc.  of  all
             the   outstanding   shares  of   The   Paul   Revere
             Corporation, 83% of which are owned by Textron,  and
             (b)   that   Textron  had  restated  its   financial
             statements  for  each of the previous  three  fiscal
             years  to reflect The Paul Revere Corporation  as  a
             discontinued operation.
        
             (ii)  Current  Report on Form 8-K/A filed  with  the
             Securities  and Exchange Commission  dated  May  17,
             1996,  amending  the above mentioned Current  Report
             on   Form  8-K  to  revise  certain  financial  data
             included therein.
***************************************************************************
                                                                  <PAGE> 19
                           SIGNATURES
                                
      Pursuant to the requirements of the Securities Exchange Act
of  1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.

                                  TEXTRON INC.
                                          
Date:   August 12, 1996                s/R. L. Yates
                                       R. L. Yates
                                       Vice President and Controller
                                       (principal accounting officer)
***************************************************************************
<PAGE>


                        LIST OF EXHIBITS
                                
The  following exhibits are filed as part of this report on  Form 10-Q:


                               Name of Exhibit

12.1    Computation of ratio of income to combined fixed charges and
        preferred securities dividends of the Textron Parent Company
        Borrowing Group
        
12.2    Computation of ratio of income to combined fixed charges and
        preferred securities dividends of Textron Inc.  including
        all majority-owned subsidiaries
        
27      Financial Data Schedule (filed electronically only)

***************************************************************************

<PAGE>
                                                     EXHIBIT 12.1
                                                                 
             TEXTRON PARENT COMPANY BORROWING GROUP
                                
                COMPUTATION OF RATIO OF INCOME TO
      COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
                                
                           (unaudited)
                                
                   (In millions except ratio)
                                


                                                       Six Months
                                                          Ended
                                                        June 29, 1996
Fixed charges:                                         
  Interest expense                                        $ 75
  Distributions on preferred securities of subsidiary
   trust, net of income taxes                               10
  Estimated interest portion of rents                        8
                                                       
    Total fixed charges                                   $ 93
                                                       
                                                       

Income:                                                
  Income from continuing operations before income taxes
   and distributions on preferred securities of
   subsidiary trust                                       $400
  Eliminate equity in undistributed pretax income of
   finance subsidiaries                                   (123)
  Fixed charges                                             93
                                                       
    Adjusted income                                       $370

                                                      

Ratio of income to fixed charges                          3.98

*************************************************************************
<PAGE>


                                                     EXHIBIT 12.2
                                                                 
     TEXTRON INC. INCLUDING ALL MAJORITY-OWNED SUBSIDIARIES
                                
                COMPUTATION OF RATIO OF INCOME TO
      COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
                                
                           (unaudited)
                                
                   (In millions except ratio)
                                


                                                       Six Months
                                                          Ended
                                                        June 29, 1996
Fixed charges:                                         
  Interest expense                                        $366
  Distributions on preferred securities of subsidiary
   trust, net of income taxes                               10
  Estimated interest portion of rents                       17
                                                       
    Total fixed charges                                   $393
                                                       
                                                       

Income:                                                
   Income from continuing operations before income  
    taxes and distributions on preferred securities of
    subsidiary trust                                      $400
  Fixed charges                                            393
                                                       
    Adjusted income                                       $793
                                                       
                                                       

Ratio of income to fixed charges                          2.02
                                                       
************************************************************************
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<PAGE>
<ARTICLE>  5
<LEGEND>
This schedule contains summary financial information extracted
from Textron Inc.'s Consolidated Balance Sheet as of June  29,
1996  and Consolidated Statement of Income for the six  months
ended  June  29,  1996 and is qualified  in  its  entirety  by
reference to such financial statements.
</LEGEND>                       
                                
                                
                                
<S>                             <C>
<PERIOD-TYPE>                   6 MOS.
<FISCAL-YEAR-END>               DEC-28-1996
<PERIOD-END>                    JUN-29-1996
<CASH>                          184
<SECURITIES>                    0
<RECEIVABLES>                   0 *
<ALLOWANCES>                    0 *
<INVENTORY>                     1,471
<CURRENT-ASSETS>                0
<PP&E>                          3,168
<DEPRECIATION>                  1,700
<TOTAL-ASSETS>                  18,354
<CURRENT-LIABILITIES>           0
<BONDS>                         10,278
<COMMON>                        12
           0
                     15
<OTHER-SE>                      3,254
<TOTAL-LIABILITY-AND-EQUITY>    18,354
<SALES>                         3,567
<TOTAL-REVENUES>                4,598
<CGS>                           2,913
<TOTAL-COSTS>                   3,052
<OTHER-EXPENSES>                0
<LOSS-PROVISION>                107
<INTEREST-EXPENSE>              366
<INCOME-PRETAX>                 400
<INCOME-TAX>                    156
<INCOME-CONTINUING>             234
<DISCONTINUED>                  (74)
<EXTRAORDINARY>                 0
<CHANGES>                       0
<NET-INCOME>                    160
<EPS-PRIMARY>                   1.85
<EPS-DILUTED>                   1.85

                                
*   Beginning in the 2nd quarter of 1996, such amounts  are  not
    disclosed in interim periods.
        

</TABLE>


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