FORM 11-K




               ANNUAL REPORT PURSUANT TO SECTION 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934
              For the Plan year ended November 30, 1995


                     Commission File Number 1-812



                   UNITED TECHNOLOGIES CORPORATION
                        EMPLOYEE SAVINGS PLAN
                       (Full title of the plan)



                   UNITED TECHNOLOGIES CORPORATION
                         One Financial Plaza
                     Hartford, Connecticut  06101
          (Name of issuer of the securities held pursuant to
     the plan and the address of its principal executive office)







     FINANCIAL STATEMENTS OF THE UNITED TECHNOLOGIES CORPORATION
                        EMPLOYEE SAVINGS PLAN

                  REPORT OF INDEPENDENT ACCOUNTANTS



To United Technologies Corporation
  and Participants of the United Technologies
  Corporation Employee Savings Plan


In our opinion, the accompanying statements of net assets available for benefits
with fund information and the related statement of changes in net assets
available for benefits with fund information present fairly, in all material
respects, the net assets available for benefits of the United Technologies
Corporation Employee Savings Plan at November 30, 1995 and 1994, and the changes
in net assets available for benefits for the year ended November 30, 1995, in
conformity with generally accepted accounting principles.  These financial
statements are the responsibility of the Plan's management; our responsibility
is to express an opinion on these financial statements based on our audits.  We
conducted our audits of these statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for the opinion expressed above.



PRICE WATERHOUSE  LLP
Hartford, Connecticut
May 24, 1996


                       UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN
                Statement of Net Assets Available for Benefits With Fund Information
                                         November 30, 1995
                             (Thousands of Dollars, except unit value)
UTC Funds Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP Fund Combined Assets: Investments: Beneficial interests in contracts issued by insurance companies, at cost plus accrued interest $ 2,879,629 $ - $ - $ - $ - $ - $ 2,879,629 Beneficial interests in Bankers Trust Company Pyramid Fixed Income Index Fund, at market - - - 25,280 - - 25,280 Beneficial interests in Bankers Trust Company Pyramid Equity Index Fund, at market - 451,595 - 30,843 - - 482,438 Beneficial interests in Bankers Trust Company Pyramid International Securities Index Fund, at market - - - 28,906 - - 28,906 United Technologies Corporation Common Stock, at market plus accrued dividends ($1,066) - - 185,401 - - - 185,401 United Technologies Corporation ESOP Preferred Stock, at market - - - - - 1,258,117 1,258,117 Participant loans, at cost - - - - 50,500 - 50,500 Temporary investments, at cost plus accrued interest 109 4 2,640 257 - 10,080 13,090 Total Investments 2,879,738 451,599 188,041 85,286 50,500 1,268,197 4,923,361 Contributions and fund and plan transfers receivable 542 18,852 9,900 2,986 324 - 32,604 Accrued ESOP contribution receivable - - - - - 111,911 111,911 Accrued dividends on ESOP Preferred Stock - - - - - 14,348 14,348 Total Assets 2,880,280 470,451 197,941 88,272 50,824 1,394,456 5,082,224 Less - Liabilities: Contributions and fund and plan transfers payable 30,454 - - - - - 30,454 Loans payable, net 3,112 852 613 166 (146) - 4,597 Accrued interest on ESOP debt and notes payable - - - - - 10,759 10,759 ESOP debt - - - - - 517,500 517,500 Notes payable to United Technologies Corporation - - - - - 89,488 89,488 Total Liabilities 33,566 852 613 166 (146) 617,747 652,798 Net Assets Available for Benefits $ 2,846,714 $ 469,599 $ 197,328 $ 88,106 $ 50,970 $ 776,709 $ 4,429,426 Units of participation 539,445,273 37,377,051 26,186,677 48,496,808 50,970,000 171,351,758 Unit value $ 5.28 $ 12.56 $ 7.54 $ 1.82 $ 1.00 $ 4.53
(See accompanying Notes to Financial Statements) UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits With Fund Information November 30, 1994 (Thousands of Dollars, except unit value)
UTC Funds Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP Fund Combined Assets: Investments: Beneficial interests in contracts issued by insurance companies, at cost plus accrued interest $ 2,755,250 $ - $ - $ - $ - $ - $ 2,755,250 Beneficial interests in Bankers Trust Company Pyramid Fixed Income Index Fund, at market - - - 22,172 - - 22,172 Beneficial interests in Bankers Trust Company Pyramid Equity Index Fund, at market - 301,467 - 24,378 - - 325,845 Beneficial interests in Bankers Trust Company Pyramid International Securities Index Fund, at market - - - 27,889 - - 27,889 United Technologies Corporation Common Stock, at market plus accrued dividends ($989) - - 117,338 - - - 117,338 United Technologies Corporation ESOP Preferred Stock, at guaranteed value - - - - - 887,045 887,045 Participant loans, at cost - - - - 51,036 - 51,036 Temporary investments, at cost plus accrued interest 9 3 4,296 40 - 17 4,365 Total Investments 2,755,259 301,470 121,634 74,479 51,036 887,062 4,190,940 Contributions and fund and plan transfers receivable 1,024 1,936 9,681 293 281 - 13,215 Accrued ESOP contribution receivable - - - - - 131,791 131,791 Accrued dividends on ESOP Preferred Stock - - - - - 14,589 14,589 Total Assets 2,756,283 303,406 131,315 74,772 51,317 1,033,442 4,350,535 Less - Liabilities: Contributions and fund and plan transfers payable 9,812 - - 1,684 - - 11,496 Loans payable, net 2,916 719 740 173 198 - 4,746 Accrued interest on ESOP debt and notes payable - - - - - 11,923 11,923 ESOP debt - - - - - 552,600 552,600 Notes payable to United Technologies Corporation - - - - - 131,935 131,935 Accrued investment purchases - - 430 - - - 430 Total Liabilities 12,728 719 1,170 1,857 198 696,458 713,130 Net Assets Available for Benefits $ 2,743,555 $ 302,687 $ 130,145 $ 72,915 $ 51,119 $ 336,984 $ 3,637,405 Units of participation 557,633,130 33,096,835 28,199,425 48,413,029 51,119,000 227,193,128 Unit value $ 4.92 $ 9.15 $ 4.62 $ 1.51 $ 1.00 $ 1.48
(See accompanying Notes to Financial Statements) UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits With Fund Information Plan Year Ended November 30, 1995 (Thousands of Dollars)
UTC Funds Income Fund Equity Fund Stock Fund Global Fund Loan Fund ESOP Fund Combined Contributions: Participants $ 92,593 $ 29,504 $ 7,070 $ 8,612 $ - $ - $ 137,779 Employer 187 23 4 8 - 64,559 64,781 Total Contributions 92,780 29,527 7,074 8,620 - 64,559 202,560 Investment Income: Interest 198,306 3 201 10 3,601 301 202,422 Dividends - - 3,995 - - 65,014 69,009 Total Investment Income 198,306 3 4,196 10 3,601 65,315 271,431 Repayments on loans 17,927 4,505 1,334 1,110 (24,876) - - Unrealized appreciation of investments - 112,127 59,337 12,036 - 375,018 558,518 Gain on sale of investments - 2,105 9,269 1,955 - 2,487 15,816 Deduct: Distributions to participants: In cash 162,908 16,458 5,861 4,067 3,265 13,416 205,975 In shares of United Technologies Corporation Common Stock - - 699 - - - 699 Loans to participants 18,043 3,794 1,562 987 (24,386) - - Interest expense - - - - - 50,416 50,416 Earned and unapplied forfeitures 5 - 4 - - 316 325 Total Deductions 180,956 20,252 8,126 5,054 (21,121) 64,148 257,415 Inter-fund and inter-plan transfers (25,182) 38,921 (5,910) (3,432) 1 (3,506) 892 Transfer (to) from other plans 284 (24) 9 (54) 4 - 219 Net Increase (Decrease) in Net Assets Available for Benefits 103,159 166,912 67,183 15,191 (149) 439,725 792,021 Net Assets Available for Benefits November 30, 1994 2,743,555 302,687 130,145 72,915 51,119 336,984 3,637,405 Net Assets Available for Benefits November 30, 1995 $ 2,846,714 $ 469,599 $ 197,328 $ 88,106 $ 50,970 $ 776,709 $ 4,429,426
(See accompanying Notes to Financial Statements) UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN Notes to Financial Statements NOTE 1 - DESCRIPTION OF THE PLAN The United Technologies Corporation Employee Savings Plan (the Plan) is a defined contribution savings plan sponsored by United Technologies Corporation (UTC). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Generally, non-represented employees in participating business units of UTC are eligible to participate in the Plan after completing one year of service. Below is a brief description of the Plan. More complete information is provided in the plan document which is available from UTC. Participants may elect to contribute, through payroll deductions, between 2 and 16 percent of their total compensation. Under the Internal Revenue Code, participants whose annual earnings totaled no more than $66,000 could have elected to have tax-deferred contributions made on their behalf of up to 16 percent during the 1995 plan year (subject to Internal Revenue Code limitations). This threshold, which is adjusted regularly for inflation, remained at $66,000 for the 1996 plan year. Participants whose earnings exceeded that amount could have elected to have tax-deferred contributions in amounts up to 7 percent of compensation subject to Internal Revenue Code non- discrimination tests and other limitations. Participant contributions are fully vested at all times under the Plan. UTC has established an Employee Stock Ownership Plan (ESOP Fund) to fund the employer matching contributions to the Plan. The ESOP Fund is primarily invested in UTC Series A ESOP Convertible Preferred Stock. UTC will match 60 percent of a participant's contributions, up to specified limits, in ESOP Preferred Stock (See Note 6). Generally, participants may not direct the employer matching contributions to an investment fund other than the ESOP Fund. Participants who have reached at least age 55 and have completed at least 10 years of continuous service may direct up to 50 percent, in multiples of 25 percent, of their ESOP Fund account balances and future employer contributions to be invested in the other investment funds offered through the Plan. Generally, employer contributions become fully vested after two years of Plan participation. All participant contributions are credited to a participant account maintained by UTC. Contributions are invested, pursuant to each participant's direction, in one or more of the following funds: the Income Fund, the Equity Fund, the UTC Stock Fund, and the Global Fund. Participants may elect to have 100 percent of their contributions invested in one investment fund or may allocate the contributions in any whole percentage (effective January 1, 1994) among the funds. Prior to January 1, 1994, allocations were made in multiples of 25 percent. Participants are permitted to transfer their accounts between investment funds once per quarter in any whole percentage (effective January 1, 1994). Prior to January 1, 1994, transfers between investment funds were generally performed in multiples of 10 percent. The Income Fund is invested in contracts issued by five insurance companies. Under these contracts, each insurance company guarantees repayment in full of the principal amount invested plus interest credited at a fixed rate for a specified period. Interest is credited to each contract based on an annual interest rate set each year by the individual insurance companies. This rate, which differs among contracts, takes into account any difference between prior year credited interest and the actual amount of investment earnings allocable to the contract in accordance with the established allocation procedures of the insurance company. The weighted average rate set for the 1995 calendar year was 7.25 percent. The Equity Fund may be invested in common or capital stocks of corporations, bonds or securities convertible into such stocks, or shares of any federally registered mutual fund or similar type of investment fund, including investment in any commingled trust fund managed by Bankers Trust Company (BT), the Trustee, which is invested primarily in similar types of equity securities. During 1995 and 1994, the Equity Fund was invested principally in the BT Pyramid Equity Index Fund, which is a portfolio of common stocks replicating the Standard & Poor's Composite Index of 500 stocks. Interest and dividends earned by the Equity Fund are reinvested and increase market value. The UTC Stock Fund consists principally of 1,966,242 and 1,988,738 shares of Common Stock of UTC at November 30, 1995 and 1994, respectively. The Global Fund is invested in almost equal proportions in three different funds managed by the Trustee: the BT Pyramid International Securities Index Fund, the BT Pyramid Fixed Income Index Fund and the BT Pyramid Equity Index Fund (as described above). The BT Pyramid International Securities Index Fund invests in four other international index funds managed by the Trustee. The BT Pyramid Fixed Income Index Fund invests primarily in obligations of the U.S. Government and its agencies and other publicly traded, high-grade domestic debt instruments. Interest and dividends earned by these investments are reinvested and increase market value. Participants with at least two years of plan participation are allowed to borrow up to 50 percent of their account balances (excluding the ESOP Fund). Loan amounts can range from $1,000 to $50,000 and must be repaid in 5 years or less with interest. Forfeitures of employer contributions are used to reduce employer contributions; earned but unapplied forfeitures will be applied against future employer contributions and are shown separately in the Statement of Changes in Net Assets Available for Benefits With Fund Information. Participants who transfer to a new location of UTC which is covered by a different savings plan have the option of transferring their account balances in accordance with the provisions of the new savings plan, including available investment funds. The number of participants in the Plan at year end were as follows:
November 30, 1995 1994 Income Fund 45,580 47,776 Equity Fund 19,716 18,625 UTC Stock Fund 11,191 10,673 Global Fund 7,785 7,235 ESOP Fund 40,944 41,998
The participants above may have investments in more than one of the investment funds. NOTE 2 - SUMMARY OF ACCOUNTING PRINCIPLES UTC has entered into a master trust agreement with the Trustee. Under this agreement, certain employee savings plans of UTC and its subsidiaries combine their trust fund investments in the Master Trust. Participating plans purchase units of participation in the investment funds based on their monthly contribution to such funds and the unit value of the applicable investment fund at the end of the month. The value of a unit in each fund is determined at the end of each month by dividing the sum of uninvested cash, accrued income and the current market value of investments by the total number of outstanding units in such funds. The plans receive income from the funds' investments which increase the unit values. Distributions to participants reduce the number of participation units held by the plans. The financial statements of the Plan are prepared under the accrual method of accounting. Benefits are recorded when paid. The investments of the Income Fund are valued at cost plus accrued interest. The investments of the Equity Fund, the UTC Stock Fund, and the Global Fund are valued at market as determined by the Trustee by reference to published market data. The ESOP Preferred Stock is valued at its fair value, which is the higher of the guaranteed value ($65) or the market value of UTC's Common Stock (See Note 6). The expenses of operating the Plan are payable out of the funds held under the Plan, unless the employer elects to pay such expenses. The expenses for the 1995 plan year were paid by the employer. The Plan is not subject to federal income tax as the Plan and its related trust are considered by UTC to satisfy the qualification and exemption requirements of Sections 401(a) and 501(a) of the Internal Revenue Code. UTC has received a favorable determination letter (dated November 3, 1990) from the Internal Revenue Service (IRS) indicating that the ESOP portion of the Plan qualifies under Sections 401(a) and 501(a) of the Code. UTC has applied for a new determination letter from the IRS indicating that the other provisions of the Plan, as amended since the date of the most recent IRS letter applicable to such provisions (1986), continue to be tax exempt under Sections 401(a) and 501(a) of the Code. Under these sections, contributions by UTC, participants (at their election) and related earnings will be tax deferred until such amounts are distributed. It is expected, given the lack of substantive plan amendments, that a favorable determination will be issued from the IRS, and accordingly, no provision is made for federal income taxes. NOTE 3 - INSURANCE CONTRACTS The following is a summary of the insurance contracts held in the Income Fund and the portion allocable to the Plan:
(Thousands of Dollars) November 30, 1995 1994 CIGNA $ 1,576,306 $ 1,505,766 Aetna 503,447 529,588 Travelers 437,101 449,496 Prudential 223,870 237,500 Metropolitan Life 578,573 437,048 $ 3,319,297 $ 3,159,398 Amount of the contracts allocable to the Plan $ 2,879,629 $ 2,755,250 /TABLE NOTE 4 - GAIN ON SALE OF INVESTMENTS The Trustee uses the average cost method in determining the cost of securities for purposes of calculating the gain or loss on the sale of securities. Gains and losses of the Master Trust funds are allocated to the participating plans based upon participation units at the month-end valuation date following the sale. The gains recognized by the Master Trust funds and amounts allocable to the Plan, for the Plan year ended November 30, 1995, are as follows:
(Thousands of Dollars) UTC Equity Fund Stock Fund Global Fund Proceeds from sale of securities $ 37,210 $ 71,256 $ 30,878 Cost basis of securities sold 34,648 61,393 28,803 Gain on sale $ 2,562 $ 9,863 $ 2,075 Amount of gain allocable to the Plan $ 2,105 $ 9,269 $ 1,955
NOTE 5 - REQUESTED DISTRIBUTIONS The following is a summary of distributions requested by participants which had not yet been paid at the respective plan year end:
November 30, 1995 November 30, 1994 (Thousands of Dollars) Dollars Units Dollars Units Income Fund $ 20,872 3,955,107 $ 23,243 4,725,942 Equity Fund 1,886 150,078 2,158 235,984 UTC Stock Fund 687 91,115 725 156,983 Global Fund 294 161,771 450 298,768 Loan Fund 331 331,000 2,158 2,158,000
These amounts are reflected as liabilities in the Plan's Form 5500. NOTE 6 - EMPLOYEE STOCK OWNERSHIP PLAN In conjunction with the establishment of the ESOP, as discussed above, UTC's Board of Directors authorized 20,000,000 shares of preferred stock, par value $1.00 per share designated as Series A ESOP Convertible Preferred Stock, having an annual dividend of $4.80 per share. Each share of ESOP Preferred Stock is convertible into one share of UTC's Common Stock. On June 30, 1989, the Trustee acquired 10,153,847 shares of this new series of ESOP Preferred Stock at an acquisition price of $65.00 per share and placed them in the Master Trust for future allocation to participants. On March 30, 1990, the Trustee acquired an additional 2,900,000 shares of this new series of ESOP Preferred Stock at an acquisition price of $69.77 per share and placed them in the Master Trust for future allocation to participants. On February 9, 1994, the Trustee acquired an additional 1,400,000 shares of ESOP Preferred Stock at an acquisition price of $70.22 per share and placed them in the Master Trust for future allocation to participants. The ESOP financed the purchase of these shares with interest bearing promissory notes. UTC is required to contribute sufficient funds each year which, when combined with quarterly dividends on the ESOP Preferred Stock, will meet the ESOP's debt service requirements. Participants in the ESOP Fund accrue, on a monthly basis, a beneficial interest equal to the employer contributions at the rate of 60 percent of the participants' participating contributions. This beneficial interest is represented by share equivalents of ESOP Preferred Stock, as calculated monthly at the higher of the month end price of UTC Common Stock or the $65.00 per share ESOP Preferred Stock guaranteed value. ESOP Preferred Stock dividends, at the annual rate of $4.80 per share, are attributed to these ESOP Preferred Stock share equivalents based on participants' beneficial interests in such shares held as of the record dates which are coincident with the payment dates. Shares of ESOP Preferred Stock must be allocated to participants' accounts by the Trustee at least once per Plan year, but are generally allocated over the course of the plan year. Purchased shares of ESOP Preferred Stock are held by the Trustee with the number of purchased shares allocated to each participant determined annually in accordance with a method approved by the Internal Revenue Service. To the extent that allocated shares are not sufficient to meet the matching requirement of the Plan, UTC is required to contribute additional ESOP Preferred Stock, UTC Common Stock or cash. Shares allocated to participants generally may not be distributed until the participant's termination, disability, retirement or death. Upon distribution, shares of ESOP Preferred Stock must be converted into one share of UTC's Common Stock or, if the value of the Common Stock is less than the guaranteed value, the Trustee may require UTC to repurchase the ESOP Preferred Stock for the guaranteed value. The Trustee accounts for participants' beneficial interests in the ESOP Fund based upon units of participation and related unit value (see Note 2). The ESOP Preferred Stock is redeemable, in whole or in part, generally at the option of UTC at a redemption price of $66.92 per share plus accrued and unpaid dividends. The redemption price decreases annually until it reaches $65.00. However, upon notice to the Trustee of UTC's intention to redeem, the Trustee may elect to convert each ESOP preferred share into one share of UTC Common Stock if the value of UTC's Common Stock exceeds the redemption price. Participants were credited with employer matching contributions representing approximately 690,000 shares for the Plan year ended November 30, 1995, with a market value of approximately $52.5 million. In addition, participants earned dividends of approximately $27.0 million during the 1995 Plan year on the allocated shares, representing approximately 333,000 shares. The difference of approximately $15.0 million between the total value of shares earned by participants, including dividends, and the total of employer contributions on the Statement of Changes in Net Assets Available for Benefits With Fund Information is due to UTC contributions in excess of debt service requirements. The ESOP Fund's investment in ESOP Preferred Stock at year end is as follows:
(Thousands of Dollars, November 30, 1995 November 30, 1994 except share amounts) Allocated Total Allocated Total Number of Shares 5,916,548 13,419,914 5,100,671 13,646,850 Guaranteed Value $ 384,576 $ 872,294 $ 331,544 $ 887,045 Market $ 554,676 $ 1,258,117 $ 331,544 $ 887,045 /TABLE As discussed above, market is represented by the higher of the guaranteed value of $65 per share or the month end price of UTC's Common Stock. As such, the market value of the ESOP Preferred Stock was $93.75 and $65.00 at November 30, 1995 and 1994, respectively. Further, the Net Assets Available for Benefits in the ESOP Fund at November 30, 1995 includes unrealized appreciation of approximately $385.8 million of which $215.7 million is on unallocated shares. There was no unrealized appreciation included in the Net Assets Available for Benefits in the ESOP Fund at November 30, 1994. NOTE 7 - ESOP DEBT On February 1, 1990, the Master Trust with UTC as guarantor executed a Note and Guaranty Agreement to issue $660,000,000 of Series A, B, C and D notes (described below) representing the ESOP's permanent financing. Interest is payable quarterly on the 10th of March, June, September and December coincident with the dividend payment date on the ESOP Preferred Stock. Principal payments are payable annually on the 10th of December. The amounts outstanding under the Agreement at November 30, 1995 are as follows:
Principal Rate of Note Series (000's) Interest Due A $ 180,900 7.24% 1995 - 1999 B 286,600 7.68% 2000 - 2008 C 17,300 7.68% 2008 D 32,700 7.68% 2009 $ 517,500
Required payments on these Notes, in aggregate, for the next five plan years are $35.9 million in 1995 (short year - see Note 12), $36.3 million in 1996, $36.4 million in 1997, $36.3 million in 1998 and $36.0 million in 1999. NOTE 8 - PURCHASE OF SERIES A ESOP CONVERTIBLE PREFERRED SHARES On February 9, 1994, the Trustee acquired an additional 1,400,000 shares of ESOP Preferred Stock at an acquisition price of $70.22 per share and placed them in the Master Trust for future allocation to participants. The ESOP financed the purchase of these shares with a 6.75% $98.3 million promissory note issued to UTC. NOTE 9 - NOTES PAYABLE TO UTC The Notes Payable to UTC are promissory notes with interest payable quarterly on the 10th of March, June, September and December coincident with the dividend payment date on the ESOP Preferred Stock. Principal payments are generally payable annually on the 10th of December. The current amounts outstanding under the agreements at November 30, 1995 are as follows:
Principal Rate of Issue Date (000's) Interest Due March 30, 1990 $ 88,233 10.50% 1995 - 2009 February 9, 1994 1,255 6.75% 1995 $ 89,488
Required principal payments on the Note issued March 30, 1990 for the next five plan years are $4.5 million in 1995 (short year - see Note 12), $4.5 million in 1996, $4.6 million in 1997, $4.6 million in 1998 and $4.8 million in 1999. The required principal payment on the Note issued February 9, 1994 is $1.3 million in the 1995 short year. NOTE 10 - PLAN AMENDMENTS Effective January 1, 1994, the Plan permits transfers between investment funds in any whole percentage. Prior to January 1, 1994, transfers between investment accounts were generally made through increments of 10%. Effective January 1, 1994, the Plan permits future allocation of investment fund contributions in any whole percentage. Prior to January 1, 1994, investment allocations were made in 25% increments. Effective January 1, 1994, the Plan permits participants to receive an installment distribution upon attaining age 55 with five years of service. Prior to January 1, 1994, the Plan rules required age 55 with a minimum of 10 years of service. NOTE 11 - PLAN TERMINATION Although it has not expressed any intent to do so, UTC has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100 percent vested in their accounts. NOTE 12 - SUBSEQUENT EVENT Effective December 1, 1995, the Plan year end was changed to the twelve month period ending December 31. SIGNATURES The Plan (or persons who administer the employee benefit plan), pursuant to the requirements of the Securities Exchange Act of 1934, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. UNITED TECHNOLOGIES CORPORATION EMPLOYEE SAVINGS PLAN Dated: May 28, 1996 By: /s/ Daniel P. O'Connell Daniel P. O'Connell Corporate Director, Employee Benefits and Human Resources Systems United Technologies Corporation


                                                            Exhibit 23






                  CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-26627) of United Technologies Corporation of our
report dated May 24, 1996 appearing in the United Technologies Corporation
Employee Savings Plan's Annual Report on Form 11-K for the year ended November
30, 1995.



PRICE WATERHOUSE LLP
Hartford, Connecticut
May 28, 1996