FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON D.C.
                                     20549

            [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended March 31, 1994



                                       OR



           [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

For the transition period
from____________________________to__________________________


Commission file number 1-812





                        UNITED TECHNOLOGIES CORPORATION


             DELAWARE                         06-0570975

           United Technologies Building, Hartford, Connecticut  06101

                                 (203) 728-7000





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,  and (2) has been  subject to such filing  requirements
for the past 90 days.  Yes    X     .   No          .

At March 31, 1994 there were 126,946,084 shares of Common Stock outstanding.














<PAGE>

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES


                   CONTENTS OF QUARTERLY REPORT ON FORM 10-Q

                          Quarter Ended March 31, 1994



                                                               Page


Part I - Financial Information


  Item 1. Financial Statements:

     Condensed Consolidated Statement of
       Operations for the three months ended                    1
       March 31, 1994 and 1993
     Condensed Consolidated Balance Sheet at March
       31, 1994 and December 31, 1993                           2
     Condensed Consolidated Statement of Cash
       Flows for the three months ended March 31,               3
       1994 and 1993
     Notes to Condensed Consolidated Financial                  4

       Statements
     Report of Independent Accountants                          6


  Item 2. Management's Discussion and Analysis of
     Results of Operations and Financial Position               7


Part II - Other Information


  Item 1. Legal Proceedings                                    13


  Item 6. Exhibits and Reports on Form 8-K                     13

Signatures                                                     14

Exhibit Index























                                     
<PAGE>

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

<TABLE>

                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                  (Unaudited)
<CAPTION>
                                                             Three Months Ended
                                                                  March 31,
In Millions of Dollars (except per share amounts)             1994           1993
<S>                                                     <C>            <C>
Revenues:
   Product sales                                        $     3,782    $     3,744
   Service sales                                                963            981
   Financing revenues and other income, net                      93            139
                                                              4,838          4,864
Costs and expenses:
   Cost of products sold                                      3,126          3,129
   Cost of services sold                                        609            620
   Research and development                                     240            283
   Selling, general and administrative                          603            627
   Interest                                                      56             68
                                                              4,634          4,727
Income before income taxes and minority interests               204            137
Income taxes                                                     75             56
Minority interests                                               23             17
Net Income                                              $       106    $        64
Preferred Stock Dividend Requirement                    $        11    $        11
Earnings Applicable to Common Stock                     $        95    $        53

Per share of Common Stock:
   Primary earnings                                     $       .73    $       .43
   Fully diluted earnings                               $       .71    $       .42
   Dividends                                            $       .45    $       .45

Average shares outstanding (in thousands):
   Primary                                                  129,321        124,823
   Fully diluted                                            141,942        137,680
</TABLE>
























                          
<PAGE>See Accompanying Notes
                                        1

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

<TABLE>
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                  (Unaudited)
<CAPTION>
<S>                                                    <C>            <C>
                                                          March 31,    December 31,
In Millions of Dollars                                      1994           1993
</TABLE>

                                     Assets

<TABLE><CAPTION>
<S>                                                    <C>            <C>
Cash and short-term cash investments                    $       399    $       421
Accounts receivable                                           3,011          2,981
Future income tax benefits                                      736            794
Inventories and contracts in progress, net                    3,432          3,153
Other current assets                                            299            357
   Total Current Assets                                       7,877          7,706

Fixed assets                                                  9,907          9,796
   Less - accumulated depreciation                           (5,394)        (5,231)
                                                              4,513          4,565
Other assets                                                  3,264          3,347

   Total Assets                                         $    15,654    $    15,618
   </TABLE>

                      Liabilities and Shareowners' Equity

<TABLE><CAPTION>
<S>                                                    <C>            <C>
Short-term debt                                         $     1,149    $     1,020
Accounts payable                                              1,525          1,815
Accrued liabilities                                           2,967          2,965
Accrued restructuring costs                                     222            245
Other current liabilities                                       936            875
   Total Current Liabilities                                  6,799          6,920

Future income taxes payable                                     173            177
Long-term debt                                                1,937          1,939
Other long-term liabilities                                   2,931          2,808

Series A ESOP Convertible Preferred Stock                       919            822
ESOP deferred charge and note receivable                       (740)          (646)
                                                                179            176
Shareowners' Equity:
   Common Stock                                               2,119          2,075
   Treasury stock                                              (677)          (677)
   Retained earnings                                          2,504          2,466
   Deferred foreign currency translation adjustments           (272)          (227)
   Minimum pension liability adjustment                         (39)           (39)
                                                              3,635          3,598

  Total Liabilities and Shareowners' Equity             $    15,654    $    15,618

</TABLE>








                          
<PAGE>See Accompanying Notes
                                        2

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

<TABLE>
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                  (Unaudited)
<CAPTION>
                                                               Three Months Ended
                                                                    March 31,
In Millions of Dollars                                        1994           1993
<S>                                                    <C>            <C>
Cash flows from operating activities:
   Net income                                           $       106    $        64
   Adjustments to reconcile net income to net cash
    flows from operating activities:
    Depreciation and amortization                               204            200
    (Increase) decrease in:
     Accounts receivable                                         78           (207)
     Inventories, net of progress payments                     (180)          (131)
    Increase (decrease) in:
     Accounts and taxes payable and accrued
       liabilities                                             (445)          (505)
     Future income taxes payable and future income
       tax benefits                                              61             77
     Advances on sales contracts                                114             23
    Other, net                                                   74             93
     Net Cash Flows from Operating Activities                    12           (386)
Cash flows from investing activities:
   Purchases of fixed assets                                   (128)          (169)
   (Increase) decrease in customer financing
    assets, net                                                   9            (52)
   Other, net                                                     6             32
     Net Cash Flows from Investing Activities                  (113)          (189)
Cash flows from financing activities:
   Issuance of long-term debt                                     8              -
   Repayments of long-term debt                                 (12)          (100)
   Increase in short-term borrowings, net                       132            748
   Dividends paid on Common and ESOP Preferred
    Stocks                                                      (68)           (66)
   Other, net                                                    36             (3)
     Net Cash Flows from Financing Activities                    96            579
Effect of foreign exchange rate changes on cash and
  short-term cash investments                                   (17)            (7)
     Net Decrease in Cash and Short-Term Cash
       Investments                                              (22)            (3)
Cash and Short-Term Cash Investments, Beginning of
  year                                                          421            354
Cash and Short-Term Cash Investments, End of period     $       399    $       351

Supplemental Disclosure of Cash Flow Information:
  Interest paid, net of amounts capitalized             $        34    $        40
  Income taxes paid, net of refunds                              63             79
</TABLE>











                          
<PAGE>See Accompanying Notes
                                        3

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)

  The condensed consolidated financial statements at March 31, 1994 and for the
three-month periods ended  March 31,  1994 and 1993  are unaudited,  but in  the
opinion of the Corporation  include all adjustments,  consisting only of  normal
recurring adjustments, necessary for a fair presentation of the results for  the
interim periods.  Certain  1993 amounts have been  reclassified to conform  with
the presentation at March 31, 1994.

  In January  1994, the  Corporation  issued 1.4  million  additional Series  A
Convertible Preferred shares  to the ESOP.   As required,  these shares will  be
accounted for under the recently issued AICPA Statement of Position (SOP)  93-6,
"Employers'  Accounting  for  Employee  Stock  Ownership  Plans,"  and  will  be
considered outstanding  as  they  are  committed  to  employee  accounts.    The
Corporation is considering adopting SOP 93-6  relative to its previously  issued
ESOP Convertible Preferred shares which is optional under the SOP.

  While there  has been  no significant  change in  the Corporation's  material
contingencies during 1994, the matters previously described in Note 13 of  Notes
to Financial  Statements in  the Corporation's  Annual Report  on Form  10K  for
calendar year 1993 are summarized below.

  The Corporation extends performance and operating  cost guarantees, which are
beyond its normal warranty and service policies, for extended periods on some of
its products, particularly  commercial aircraft engines.   Liability under  such
guarantees is contingent upon  future product performance  and durability.   The
Corporation has  accrued its  estimated liability  that may  result under  these
guarantees.

  The Corporation has been identified as a  potentially responsible party under
the  Comprehensive  Environmental  Response,  Compensation  and  Liability   Act
("CERCLA" or Superfund)  for environmental remediation  at 84 federal  Superfund
sites, many of  which relate to  formerly-owned businesses.   Additionally,  the
Corporation is  potentially responsible  for  remediation under  federal,  state
and/or local  regulations  at  other sites.    The  Corporation  has  adequately
provided for  its  share  of future  remediation  and  related  expenditures  at
Superfund and  other  known  sites  for  which  it  may  have  some  remediation
responsibility.

  The Corporation has instituted legal proceedings against its insurers seeking
insurance coverage for remediation and related expenditures.  These  proceedings
are expected to  last several years.   As no  prediction can be  made as to  the
outcome  of  these  proceedings,  potential  insurance  reimbursements  are  not
recorded.   The above  uncertainties notwithstanding,  the Corporation  believes
that expenditures necessary  to comply  with the  present regulations  governing
environmental protection  will  not have  a  material effect  upon  its  capital
expenditures, competitive position, financial position or results of operations.

  The Corporation is now and believes that, in light  of the current government
contracting environment,  it will  be  the subject  of  one or  more  government
investigations.  If the  Corporation or one of  its business units were  charged
with wrongdoing as a result of  any of these investigations, the Corporation  or
one of its business units could be suspended from bidding on or receiving awards
of new government  contracts pending the  completion of legal  proceedings.   If
convicted or found liable, the Corporation could be fined and debarred from  new
government contracting for a  period generally not to  exceed three years.   Any
contracts found to be tainted by fraud could be voided by the Government.


                                    
<PAGE>4

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

  The Corporation also has other commitments and contingent liabilities related
to legal proceedings and matters arising  out of the normal course of  business.
Management believes that resolution  of these matters will  not have a  material
adverse effect  upon either  results of  operations,  cash flows,  or  financial
position of the Corporation.























































                                    
<PAGE>5

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

  With respect to the unaudited condensed consolidated financial information of
United Technologies Corporation for the three-month periods ended March 31, 1994
and 1993, Price Waterhouse reported that they have applied limited procedures in
accordance with  professional  standards  for  a  review  of  such  information.
However, their separate report dated April 16, 1994 appearing below, states that
they did  not  audit and  they  do not  express  an opinion  on  that  unaudited
condensed consolidated financial information.  Price Waterhouse has not  carried
out any significant or additional audit tests beyond those which would have been
necessary if their  report had not  been included.   Accordingly, the degree  of
reliance on their report  on such information should  be restricted in light  of
the limited nature of  the review procedures applied.   Price Waterhouse is  not
subject to the liability provisions of section 11 of the Securities Act of  1933
for their report on the  unaudited condensed consolidated financial  information
because that report is not a "report" or a "part" of the registration  statement
prepared or certified by Price Waterhouse  within the meaning of sections 7  and
11 of the Act.

 
                      REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors of
  United Technologies Corporation

  We  have  reviewed  the  accompanying  condensed  consolidated  statement  of
operations of United Technologies Corporation and consolidated subsidiaries  for
the  three-month  periods  ended  March  31,   1994  and  1993,  the   condensed
consolidated statement of cash flows for  the three months ended March 31,  1994
and 1993, and  the condensed consolidated  balance sheet as  of March 31,  1994.
This financial information is the responsibility of the company's management.

  We conducted  our review  in  accordance with  standards  established by  the
American Institute  of  Certified  Public Accountants.    A  review  of  interim
financial information consists principally of applying analytical procedures  to
financial data and  making inquiries of  persons responsible  for financial  and
accounting matters.  It is substantially  less in scope than an audit  conducted
in accordance with generally accepted auditing standards, the objective of which
is the expression of  an opinion regarding the  financial statements taken as  a
whole.  Accordingly, we do not express such an opinion.

  Based on our  review, we  are not  aware of  any material  modifications that
should be  made  to the  accompanying  financial information  for  it to  be  in
conformity with generally accepted accounting principles.

  We  previously  audited,  in  accordance  with  generally  accepted  auditing
standards, the  consolidated balance  sheet as  of December  31, 1993,  and  the
related consolidated statements of operations, of  cash flows and of changes  in
shareowners' equity for the year then  ended (not presented herein), and in  our
report dated January  26, 1994,  we expressed  an unqualified  opinion on  those
consolidated financial statements.  In our opinion, the information set forth in
the accompanying condensed consolidated balance sheet  as of December 31,  1993,
when read in conjunction with the  consolidated financial statements from  which
it has  been derived,  is fairly  stated in  all material  respects in  relation
thereto.

                                                                PRICE WATERHOUSE

Hartford, Connecticut
April 16, 1994




                                    
<PAGE>6

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES


                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  RESULTS OF OPERATIONS AND FINANCIAL POSITION

                              BUSINESS ENVIRONMENT

  The  Corporation's  major  business  units  serve   commercial  property  and
residential  housing,  government  and  commercial  aerospace,  and   automotive
manufacturing  customers.     Like   many  businesses,   these  operations   are
increasingly affected by global,  as well as regional,  economic cycles.   While
the U.S.  economy continues  to strengthen,  the  results of  key  international
economies are mixed and are expected  to continue to exert a negative  influence
on the Corporation's results of operations in the near term.

  U.S. residential housing starts  continue to increase,  up 14% over  the same
period in  1993, however,  commercial construction  starts  remain weak.    U.S.
commercial vacancy rates  have improved only  marginally from the  1992 peak  of
18%.  Construction activity in Europe  and Japan remains weak while activity  in
China and other Pacific Rim countries continues to strengthen.

  Although several domestic airlines have begun to record operating profits for
the first time in several years, the commercial airline industry continues to be
adversely affected by  and respond  to global  market weakness.   The  financial
performance of  the Corporation's  Pratt  & Whitney  segment  and, to  a  lesser
extent, the  Flight Systems  segment is  directly correlated  to the  commercial
aerospace industry.    The  Pratt &  Whitney  segment  is a  major  supplier  of
commercial aircraft  engines  and spare  parts.   The  Flight  Systems  segment,
through Hamilton Standard, provides fuel  and environmental control systems  and
propellers for  commercial  aircraft.   While  the order  rates  for  commercial
aircraft engine  spare  parts  have shown  recent  improvement,  new  commercial
aircraft volumes continue to decrease.

  The U.S. Defense industry continues to experience significant downsizing, and
further consolidation  within  the industry  is  expected.   As  a  result,  the
Corporation has continued to reduce its reliance on U.S. Defense contracts  over
the past few years.  This trend  has been partially offset by increased  foreign
military sales.   Management believes the  Corporation is well  positioned as  a
major supplier  for key  domestic  and foreign  defense  programs that  will  be
important to military needs in the 1990's and beyond.

  North American car and  light truck production increased  12% (380,000 units)
in the first three months of 1994 over the comparable period in 1993.   Although
slightly improved, the European market continues to be adversely affected by the
lingering recession in Europe and is expected to underperform the North American
market in the near future.

  In  the  first  quarter  of   1994,  certain  revisions  were   made  in  the
Corporation's segment reporting.   The Corporation's  USBI and Chemical  Systems
businesses have been  reclassified into  the Pratt  & Whitney  segment from  the
Flight Systems  segment.   In addition,  the non-UT  Automotive portion  of  the
Automotive segment,  a small  amount representing  the remainder  of the  former
Industrial Products segment,  and the Other  segment have  been reclassified  to
Financing Revenues  and  Other Income.    These segment  reporting  changes  are
intended to align  external reporting  with the  manner in  which the  operating
units are  managed  and measured  from  an internal  profitability  perspective.
Previously reported  segment  information has  been  restated to  reflect  these
changes.




                                    
<PAGE>7

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

                             RESULTS OF OPERATIONS


<TABLE>
                                                             Three Months Ended
                                                                 March 31,
 (In Millions of Dollars)                                     1994           1993
 <S>                                                    <C>           <C>
 Product sales                                           $     3,782   $     3,744
 Service sales                                                   963           981
 Financing revenues and other income, net                         93           139
</TABLE>

  Consolidated revenues in the first three months  of 1994 remained essentially
unchanged from the comparable period of 1993.  Increases in sales volumes in the
Carrier and Automotive segments and at Sikorsky were substantially offset by the
impact of continuing reductions in commercial  aerospace volumes in the Pratt  &
Whitney segment  and  reductions  in  volumes  and  service  sales  at  Hamilton
Standard.  The strengthening  U.S. dollar negatively  impacted both product  and
service sales in the  quarter ended March  31, 1994.   1993 first quarter  other
income includes a $75  million participation fee related  to an increase in  one
partner's interest in the PW4000 engine program.

  Revenues for  the Corporation's  principal business  segments for  the three-
month periods ended March 31, 1994 and  1993 and analysis of the variations  for
1994 compared to 1993 follow:

<TABLE>
                                                             Three Months Ended
                                                                 March 31,
 (In Millions of Dollars)                                     1994           1993
 <S>                                                    <C>           <C>
 Pratt & Whitney                                         $     1,360   $     1,478
 Flight Systems                                                  806           834
 Carrier                                                       1,012           938
 Otis                                                          1,054         1,058
 Automotive                                                      613           566
</TABLE>

  Pratt &  Whitney segment  revenues during  the 1994  first quarter  were $118
million (8%) lower than the comparable  1993 period.  The impact of  significant
reductions in  large  commercial and  small  gas turbine  engine  shipments  was
partially offset by  increases in commercial  spare parts  sales and  government
engine shipments.  The average monthly commercial spare parts order rate  during
the first three months of 1994  was approximately $140 million and exceeded  the
average monthly rate for all of 1993 by approximately 13%.

  First quarter 1994 segment  revenues in the Flight  Systems segment decreased
$28 million (3%) from  the corresponding quarter of  1993.  Helicopter  revenues
increased in 1994 over  1993 primarily as a  result of higher aircraft  volumes.
Increased deliveries of  Black Hawk helicopters  to the  U.S. Government  during
1994 replaced the effect of those sold to the Turkish government in 1993.   This
increase was more than offset by  reductions in commercial aerospace volumes  at
Hamilton Standard.








  Carrier segment revenues increased $74  million (8%) in the  first quarter of
1994 over the same  period in 1993.   Higher revenues in  North America and  the
                                    
<PAGE>8

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES
Asia-Pacific region  as well  as Carrier's  Transicold business  were  partially
offset  by  the  continued  revenue  decline  in  Europe  and  the   unfavorable
translation impact of the stronger U.S. dollar.

  Otis first quarter segment  revenues were essentially  the same in  both 1994
and 1993.      Revenue increases  in  the  Pacific Rim  were  offset  by  volume
reductions in Europe  and the  $38 million  negative translation  impact of  the
stronger U.S. dollar.

  Automotive segment revenues  during the first  three months of  1994 exceeded
the comparable period  of 1993  by $47  million (8%)  primarily as  a result  of
increased North  American volumes  and  increased European  market  penetration.
North American car and light truck  production increased 12% (380,000 units)  in
the first three  months of 1994  over the same  period in 1993.   The effect  of
increased volumes in Europe  was more than offset  by the translation impact  of
the stronger U.S. dollar.

<TABLE>
                                                             Three Months Ended
                                                                 March 31,
 (In Millions of Dollars)                                     1994           1993
 <S>                                                    <C>           <C>
 Cost of products sold                                   $     3,126   $     3,129
 Product margin %                                              17.3%         16.4%
 Cost of services sold                                           609           620
 Service margin %                                              36.8%         36.8%
</TABLE>

  Operating profits in  the Corporation's principal  business segments  for the
three-month periods ended March 31, 1994 and 1993 and analysis of the variations
for 1994 compared to 1993 are presented below.

<TABLE>
                                                             Three Months Ended
                                                                 March 31,
 (In Millions of Dollars)                                     1994           1993
 <S>                                                    <C>           <C>
 Pratt & Whitney                                         $        84   $        24
 Flight Systems                                                   47            71
 Carrier                                                          18             8
 Otis                                                             97            94
 Automotive                                                       44            37
</TABLE>


  First quarter 1994  Pratt & Whitney  segment operating profits  increased $60
million over the depressed  level of $24  million in 1993.   1993 first  quarter
results also  included a  $75 million  participation fee  on the  PW4000  engine
program.   Pratt's  improved  results  were  primarily  attributable  to  higher
commercial engine spare parts sales,  higher government engine shipments,  lower
spending on research and development, and continued cost improvements.

  Flight Systems  segment  operating  profits  in  the first  quarter  of  1994
decreased $24 million (34%) from the first quarter of 1993.  Improved  operating
performance at  Sikorsky, primarily  from increased  helicopter deliveries,  was
more than offset by lower commercial aerospace volumes and continued  downsizing
at Hamilton Standard, as well as lower results at Norden.


  First quarter 1994 segment operating profits in  the Carrier segment improved
$10 million from the first quarter of  1993.  Improved results in North  America
and the  Asia-Pacific  region as  well  as Carrier's  Transicold  business  were
partially offset  by lower  results in  Europe  as a  result of  the  continuing
recession.

                                    
<PAGE>9

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES
  Otis segment operating profits in the first three months of 1994 increased $3
million (3%)  over  1993  on essentially  unchanged  revenues.    Excluding  the
translation impact of the stronger U.S. dollar,
operating profits increased $10  million.  Operating  profits improved in  North
America, the Pacific Rim, and in  Europe before the negative impact of  currency
translation.

  Automotive segment operating  profits in  the first quarter  of 1994  were $7
million higher  (19%) than  the first  quarter of  1993 mainly  as a  result  of
increased North American industry volume and European market penetration.  These
improvements were  partially  offset  by  the  unfavorable  impact  of  currency
translation.

  Research and  development expenditures  decreased $50  million  (17%) in  the
first quarter  of 1994  before the  reductions described  below.   The  decrease
occurred mainly at Pratt & Whitney where the PW4084 and PW4168 commercial engine
development programs  are  reaching  maturity.   Billings  to  participants  for
certain advanced commercial aircraft engine expenditures totaled $12 million and
$19 million  for the  first quarters  of  1994 and  1993, respectively.    These
billings have been applied as a reduction of research and development expenses.

  Selling, general and  administrative expenses for  the first quarter  of 1994
decreased $24 million (4%)  from the corresponding 1993  quarter.  The  decrease
results principally from the effects of the Corporation's restructuring  efforts
initiated in the first quarter of  1992 which have increasingly reduced  ongoing
general and administrative expenses.

  Interest expense decreased  $12 million  (18%) in the  first quarter  of 1994
primarily as a result  of the Corporation's cash  management and debt  reduction
programs.































                                    
<PAGE>10

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

                               FINANCIAL POSITION

  Selected financial data as of March 31, 1994, December 31, 1993 and March 31,
1993 follows:

<TABLE>
<CAPTION>
                                March 31,   December 31,   March 31,
(Millions of Dollars)             1994          1993         1993
<S>                           <C>           <C>          <C>
Net working capital           $     1,078   $      786   $     1,009
Current asset ratio              1.2 to 1     1.1 to 1      1.1 to 1

Short-term debt:
  Bank borrowings             $       282   $      279   $       326
  Commercial paper                    631          501           799
  Long-term debt - current            236          240           411
                              $     1,149   $    1,020   $     1,536
Long-term debt:
  ESOP debt guarantee         $       517   $      517   $       553
  Capital lease obligations           375          379           387
  All other                         1,045        1,043         1,312
                              $     1,937   $    1,939   $     2,252

Debt to total capitalization          46%          45%           53%

</TABLE>

  Cash inflow from operations was $12 million during the  first quarter of 1994
as  compared  to  a  $386  million  cash  outflow  from  operations  during  the
corresponding period of 1993.  The  improvement results primarily from  improved
operating results and working capital reductions.  Management believes that  its
existing cash position and other available  sources of liquidity are  sufficient
to meet current and anticipated requirements for the foreseeable future.

  The Corporation's ratio  of debt  to total capitalization  at March  31, 1994
decreased seven  percentage points  from the  same date  one year  earlier as  a
result of operating  results and improved  cash flow.   Due to seasonal  impacts
affecting the  Corporation's  businesses,  the March  31,  1994  debt  to  total
capitalization ratio is slightly higher than the  ratio at the end of the  prior
year.

  In April 1994, the  Corporation received approximately $125  million from the
sale of its equity share holdings in Westland Group plc.  In the second  quarter
1994, the  Corporation will  report  a gain,  after  tax, of  approximately  $50
million as a result  of the sale.   As part  of ongoing continuous  improvement,
management is considering volume-related downsizing and other actions this year,
principally in the Corporation's aerospace businesses which, if required,  could
result in charges in the range of the  gain.  These actions will not  materially
alter the Corporation's estimated employment levels previously announced.

  As previously disclosed, the Corporation filed  a registration statement with
the Securities and Exchange Commission on January 19, 1994 pursuant to its  plan
to sell to the public a 40 to 44  percent equity interest in UT Automotive,  the
Corporation's Automotive segment.  The Corporation has postponed the offering of
17.8 million shares of UT Automotive in light of current market conditions.  The
company will continue to monitor the market.





                                    
<PAGE>11

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES
  The Board  of Directors  has  authorized management,  at  its discretion  and
depending on market conditions, to acquire from  time to time up to 4.5  million
shares of  UTC  Common Stock  through  open  market transactions.    The  shares
purchased under this program are intended to offset the dilution resulting  from
the issuance of  shares of  stock under  the Corporation's  existing and  future
stock-based employee compensation  and benefit programs.   During  the past  two
years, shares issued in support of such programs have averaged approximately two
million annually.

  For a description of the Corporation's material contingencies, refer to Notes
to Condensed Consolidated Financial Statements at  pages 4 and 5 of this  report
and Part I, Item  3 - Legal  Proceedings of the  Corporation's Annual Report  on
Form 10K for calendar year 1993.
















































                                    
<PAGE>12

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES


 
                         Part II - Other Information


Item 1.   Legal Proceedings

  There has  been no  material change  in  legal proceedings  during the  first
quarter of 1994.  (For a  description of previously reported legal  proceedings,
refer to Part I, Item 3 -  Legal Proceedings of the Corporation's Annual  Report
on Form 10K for calendar year 1993.)



Item 6.   Exhibits and Reports on Form 8-K

  (a)     Exhibits:

     (11)  Computation of per share earnings
     (12)  Computation of ratio of earnings to fixed charges
     (15)  Letter re unaudited interim financial information

  (b)     No Reports on Form 8-K were  filed during the quarter ended March  31,
1994.








































                                    
<PAGE>13

<PAGE>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES



                                   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.



                                  UNITED TECHNOLOGIES CORPORATION


Dated:  May 4, 1994         By:
                               Stephen F. Page
                               Executive Vice President and
                               Chief Financial Officer


Dated:  May 4, 1994         By:
                               George E. Minnich
                               Vice President and Controller


Dated:  May 4, 1994         By:
                               William H. Trachsel
                               Vice President and Secretary
































                                     
<PAGE>
                                       14

<PAGE>


                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES


                                 EXHIBIT INDEX



Exhibit 11 - Computation of per share earnings

Exhibit 12 - Computation of ratio of earnings to fixed charges

Exhibit 15 - Letter re unaudited interim financial information















































                                     
<PAGE>
                                       15

<PAGE>





<TABLE>
                                                                      Exhibit 11

<CAPTION>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

                       COMPUTATION OF PER SHARE EARNINGS



                                                             Three Months Ended
                                                                  March 31,
In Millions of Dollars (except per share amounts)             1994          1993
<S>                                                    <C>            <C>

Earnings applicable to Common Stock                     $        95    $        53
Add back of Common Stock dividend upon assumed
  conversion of ESOP Preferred Stock                              6              5

Fully diluted net earnings for period                   $       101    $        58

Average number of common shares outstanding during
  period (four month-end average)                       129,320,635    124,823,255
Fully diluted average number of common shares
  outstanding, assuming all outstanding convertible
  securities had been converted on the dates of issue   141,941,730    137,680,483

Primary earnings per common share                       $       .73    $       .43
Fully diluted earnings per common share                 $       .71    $       .42


</TABLE>































                                     
<PAGE>

<PAGE>





<TABLE>
                                                                      Exhibit 12

<CAPTION>
                        UNITED TECHNOLOGIES CORPORATION
                                AND SUBSIDIARIES

               COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES



                                                             Three Months Ended
                                                                  March 31,
 In Millions of Dollars                                       1994           1993
 <S>                                                    <C>            <C>
 Fixed Charges:
   Interest on indebtedness                              $        56    $        68
   Interest capitalized                                            7              7
   One-third of rents*                                            25             28

   Total Fixed Charges                                   $        88    $       103

 Earnings:
   Income before income taxes and minority interests     $       204    $       137

   Fixed charges per above                                        88            103
   Less: interest capitalized                                    (7)            (7)
                                                                  81             96

   Amortization of interest capitalized                           11             10

   Total Earnings                                        $       296    $       243

 Ratio of Earnings to Fixed Charges                             3.36           2.36

</TABLE>



* Reasonable approximation of the interest factor.
























                                     
<PAGE>

<PAGE>






                                                                      Exhibit 15





May 4, 1994

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Dear Sirs:

We are aware that United Technologies Corporation has incorporated by  reference
our report dated April 16, 1994 (issued pursuant to the provisions of  Statement
on Auditing  Standards  No. 71)  in  the  Prospectus constituting  part  of  its
Registration Statements  on Form  S-3 (Nos.  33-46916, 33-40163,  33-34320,  33-
31514, 33-29687 and 33-6452)  and Form S-8  (Nos. 33-45440, 33-11255,  33-26580,
33-26627,  33-28974,  33-51385,  and  2-87322).    We  are  also  aware  of  our
responsibilities under the Securities Act of 1933.

Yours very truly,



Price Waterhouse

<PAGE>