Exhibit 99(i)
                                        
                              CAUTIONARY STATEMENTS
                  FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF
              THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Honeywell may occasionally make statements regarding its businesses and the
markets therefor, such as projections of future performance, statements of
management's plans and objectives, forecasts of market trends and other matters,
which to the extent they are not historical fact, may constitute `forward-
looking statements' within the meaning of the Private Securities Litigation
Reform Act of 1995.  Statements containing the words or phrases `will likely
result', `are expected to,' `will continue,' `is anticipated,' `estimate,'
`project' or similar expressions, which may appear in certain documents, reports
(including but not limited to those filed with the Securities and Exchange
Commission), press releases, and written or oral presentations made by officers
of the company to analysts, shareholders, investors, news organizations and
others, identify such forward-looking statements.  No assurance can be given
that the results in any forward-looking statements will be achieved and actual
results could be affected by one or more factors which could cause them to
differ materially.  Therefore, Honeywell wishes to ensure that any written or
oral forward-looking statements made by it or on its behalf, are accompanied by,
or referenced to, meaningful cautionary statements in order to maximize to the
fullest extent possible the protections of the safe harbor established in the
Private Securities Litigation Reform Act of 1995.

All forward-looking statements made by or on behalf of Honeywell are hereby
qualified in their entirety by reference to the following important factors,
among others, that could affect the company's businesses and cause actual
results to differ materially from those projected.  Any forward-looking
statement speaks only as of the date on which such statement is made, and
Honeywell undertakes no obligation to update such statement to reflect events or
circumstances arising after such date.

Foreign Sales.  A significant portion of Honeywell's revenues are generated
from international business operations.  Changes in trade, monetary policies and
regulatory requirements of the United States and other nations, as well as
political instability in certain regions may affect Honeywell's international
business.  Many of Honeywell's sales outside the United States are denominated
in local currencies; therefore, exchange rate fluctuations and the ability of
Honeywell to hedge against such exchange rate risks may affect overall financial
performance.

Project Management.  Performance related programs and retrofit projects
have increasingly become an integral part of Honeywell's businesses.  The
success of some of these programs may depend in part on the performance of third
parties.  Honeywell manages its businesses in such a manner as to minimize the
potential impact of third party performance; nonetheless, bid variances, third
party labor disputes, and the availability, quality and timely delivery of
supplies are factors that could affect the company's ability to manage these
programs within their budgetary guidelines.

Competition.  Honeywell's businesses are subject to various competitive
pressures, including but not limited to, the introduction of new competitive
technologies, industry consolidation, the growing acceptance of open systems
environments and the deregulation of certain industries.  Developments in these
areas may influence Honeywell's strategies in certain markets and create new
challenges or opportunities.

Human Resources.  Innovative products and solutions are continuously
developed by Honeywell's businesses for application in the markets they serve.
Highly trained technical and managerial employees are required for this effort,
and Honeywell's ability to manage its businesses successfully depends, in part,
on its ability to attract and retain such people.  Shortages of skilled
personnel or negative compensation trends are factors that can affect the
availability of such people or increase Honeywell's costs in attracting and
retaining same.  In certain foreign markets, local labor rates and practices may
affect Honeywell's operating costs or its ability to conduct business in such
areas.

Government Regulation.  In many of the markets in which Honeywell competes,
such as aviation, processing and refining, government regulation is extensive.
Compliance with safety or environmental standards, may impact Honeywell in those
markets by increasing Honeywell's costs or alternately, by providing
opportunities for Honeywell to provide solutions for customers affected thereby.

Technology.  Honeywell's products and services are based on innovative
technologies developed by the company or licensed from others.  To the extent
the company can secure intellectual property protection for products it
develops, it may be able to enhance its competitive position in certain markets.
Honeywell's ability to obtain licenses from third parties for other key
technologies, or to develop new technologies or solutions independently or
through collaborative efforts can impact the company's businesses.

Customer Trends.  The demand for Honeywell's products is subject to the
demands in major customer markets.  For example, the requirements of major
airlines for new aircraft may affect the demand for avionics and cockpit
controls produced by Honeywell's Space and Aviation Control business; new
construction or modernization activity may influence the demand for products and
services provided by the Home and Building Control business; and growth in
certain industrial sector markets may increase the demand for new or modernized
processing plants which in turn can provide opportunities for Honeywell's
Industrial Control business.  The company endeavors to forecast such demands,
but unforeseen general economic conditions in the United States and
internationally, as well as industry specific factors, may affect such
forecasts.

The foregoing factors are not exhaustive and new factors may emerge which
impact Honeywell's businesses.  It is impossible for management to predict such
factors, therefore, forward-looking statements should not be relied upon as a
prediction of actual future results.