SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



                                    FORM 8-K



                Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported): August 24, 1998


                         UNITED TECHNOLOGIES CORPORATION
             (exact name of registrant as specified in its charter)



             Delaware                                      06-0570975
 (State or other jurisdiction of                        (I.R.S. Employer
  incorporation or organization)                       Identification No.)


                United Technologies Building, One Financial Plaza
                           Hartford, Connecticut 06101
          (Address of principal executive offices, including Zip Code)

               Registrant's telephone number, including area code
                                 (860) 728-7000

                                       N/A

          (Former name or former address, if changed since last report)






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Item 5.  Other Events

         Attached and incorporated herein by reference are the following
documents with respect to the issuance and sale from time to time by United
Technologies Corporation (the "Company") of up to $471,050,000 aggregate
principal amount of its Medium-Term Notes, Series B, Due from Nine Months to
Thirty Years from Date of Issue (the "Medium-Term Notes"): (i) Exhibit 4, the
Company's specimen Fixed Rate, Floating Rate, Single Indexed Fixed Rate, and
Single Indexed Floating Rate notes (the "Notes"), and (ii) Exhibit 8, the
Opinion of Shearman & Sterling as to certain federal income tax matters with
respect to the Medium-Term Notes.


Item 7(c).        Exhibits.

         The following are annexed as Exhibit:


Exhibit
Number                Description

   4(i)               Specimen fixed rate Medium-Term Note, Series B Due
                      from Nine Months to Thirty Years from Date of Issue.

   4(ii)              Specimen floating rate Medium-Term Note, Series B Due
                      from Nine Months to Thirty Years from Date of Issue.

   4(iii)             Specimen single-indexed fixed rate Medium-Term Note,
                      Series B Due from Nine Months to Thirty Years from
                      Date of Issue.

   4(iv)              Specimen single-indexed floating rate Medium-Term
                      Note, Series B Due from Nine Months to Thirty Years
                      from Date of Issue.

   8                  Opinion of Shearman & Sterling as to certain federal 
                      income tax matters with respect to the Medium-Term Notes.






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                                    SIGNATURE


         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 hereunto duly authorized.

                                              UNITED TECHNOLOGIES CORPORATION
                                              (Registrant)



Date: August 28, 1998                         By:  /s/ William H. Trachsel
                                                  ----------------------------







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                                INDEX TO EXHIBITS



Exhibit
Number               Description

  4(i)               Specimen fixed rate Medium-Term Note, Series B Due
                     from Nine Months to Thirty Years from Date of Issue.

  4(ii)              Specimen floating rate Medium-Term Note, Series B Due
                     from Nine Months to Thirty Years from Date of Issue.

  4(iii)             Specimen single-indexed fixed rate Medium-Term Note,
                     Series B Due from Nine Months to Thirty Years from
                     Date of Issue.

  4(iv)              Specimen single-indexed floating rate Medium-Term
                     Note, Series B Due from Nine Months to Thirty Years
                     from Date of Issue.

  8                  Opinion of Shearman & Sterling as to certain federal 
                     income tax matters with respect to the Medium-Term Notes.