8-K

UNITED STATES

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): April 17, 2008

UNITED TECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-812	06-0570975
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One Financial Plaza

Hartford, Connecticut 06103

(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)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2—Financial Information

Item 2.02. Results of Operations and Financial Condition

On April 17, 2008, United Technologies Corporation issued a press release announcing its first quarter 2008 results.

The press release issued April 17, 2008 is furnished herewith as Exhibit No. 99 to this Report, and shall not be deemed filed for the purposes of Section 18 of the Exchange Act.

Section 8—Other Events

Item 8.01. Other Events

Attached as Exhibit 100 to this report are the following materials from United Technologies Corporation’s press release for the quarter ended March 31, 2008, filed herewith, formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Statement of Operations, (ii) Segment Revenues and Operating Profit, (iii) Consolidated Operating Profit – Restructuring and Related Charges, (iv) Condensed Consolidated Balance Sheet, and (v) Condensed Consolidated Statement of Cash Flows. Users of this data are advised pursuant to Rule 401 of Regulation S-T that the information contained in the XBRL documents is unaudited and these are not the official publicly filed financial statements of United Technologies Corporation. The purpose of submitting these XBRL formatted documents is to test the related format and technology and, as a result, investors should continue to rely on the official filed version of the furnished documents and not rely on this information in making investment decisions.

In accordance with Rule 402 of Regulation S-T, the information in this Current Report on Form 8-K, including Exhibit 100, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Section 9—Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are included herewith:

Exhibit Number	Exhibit Description
99	Press release, dated April 17, 2008, issued by United Technologies Corporation.

100	The following materials from United Technologies Corporation’s press release on Form 8-K for the quarter ended March 31, 2008, filed herewith, formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Statement of Operations, (ii) Segment Revenues and Operating Profit, (iii) Consolidated Operating Profit – Restructuring and Related Charges, (iv) Condensed Consolidated Balance Sheet, and (v) Condensed Consolidated Statement of Cash Flows.
EX-100.INS	XBRL Instance Document (File name: utx-20080331.xml)
EX-100.SCH	XBRL Taxonomy Extension Schema Document (File name: utx-20080331.xsd)
EX-100.PRE	XBRL Taxonomy Presentation Linkbase Document (File name: utx-20080331_pre.xml)
EX-100.LAB	XBRL Taxonomy Label Linkbase Document (File name: utx-20080331_lab.xml)
EX-100.CAL	XBRL Taxonomy Calculation Linkbase Document (File name: utx-20080331_cal.xml)
EX-100.REF	XBRL Taxonomy Extension Reference Linkbase Document (File name: utx-20080331_ref.xml)

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 hereunto duly authorized.

	UNITED TECHNOLOGIES CORPORATION (Registrant)
Date: April 17, 2008	By:	/s/ GREGORY J. HAYES
		Gregory J. Hayes
		Vice President, Accounting and Finance

EXHIBIT INDEX

Exhibit Number	Exhibit Description
99	Press release, dated April 17, 2008, issued by United Technologies Corporation.
100	The following materials from United Technologies Corporation’s press release on Form 8-K for the quarter ended March 31, 2008, filed herewith, formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Statement of Operations, (ii) Segment Revenues and Operating Profit, (iii) Consolidated Operating Profit – Restructuring and Related Charges, (iv) Condensed Consolidated Balance Sheet, and (v) Condensed Consolidated Statement of Cash Flows.
EX-100.INS	XBRL Instance Document (File name: utx-20080331.xml)
EX-100.SCH	XBRL Taxonomy Extension Schema Document (File name: utx-20080331.xsd)
EX-100.PRE	XBRL Taxonomy Presentation Linkbase Document (File name: utx-20080331_pre.xml)
EX-100.LAB	XBRL Taxonomy Label Linkbase Document (File name: utx-20080331_lab.xml)
EX-100.CAL	XBRL Taxonomy Calculation Linkbase Document (File name: utx-20080331_cal.xml)
EX-100.REF	XBRL Taxonomy Extension Reference Linkbase Document (File name: utx-20080331_ref.xml)

EX-99

Exhibit 99

UTC REPORTS FIRST QUARTER EPS UP 26 PERCENT ON 12 PERCENT

REVENUE GROWTH, CONFIRMS 2008 OUTLOOK

HARTFORD, Conn., April 17, 2008 – United Technologies Corp. (NYSE:UTX) today reported first quarter 2008 earnings per share of $1.03 and net income of $1.0 billion, up 26 percent and 22 percent, respectively, over the year ago first quarter. Results for the current quarter include a $0.02 per share impact for restructuring costs. In 2007, results included a $0.07 per share impact for the Otis European Union Commission fine, net of related reserves, restructuring charges, and one-time favorable items. Excluding restructuring and other one-time items in both periods, earnings per share grew 18 percent year over year.

First quarter consolidated revenues increased 12 percent to $13.7 billion, including 7 percent organic growth. Foreign currency translation and acquisitions accounted for the remainder of the growth.

“We are pleased with this solid start to the year and confident the geographic and business balance of the UTC portfolio will continue to deliver superior performance. This quarter’s results are further evidence that our business model, with its focus on global growth through market leading franchises and cost reduction through the implementation of the ACE operating system, can deliver solid results even in a softening economic environment,” said Louis Chênevert, UTC President and Chief Executive Officer.

Although there were some early signs of moderating growth in the U.S. and several European countries, UTC’s commercial construction new equipment orders were generally up in the quarter. Consumer markets in the U.S. remain weak, impacting the residential businesses of both Carrier and UTC Fire & Security. Commercial aerospace markets remain solid. Backlog continued to expand in all six businesses reaching $60 billion at quarter end.

“We remain confident in the full year revenue and earnings guidance for each of our businesses and for UTC overall. Revenues are expected to grow to $59 billion with

earnings per share in the range of $4.65 to $4.85, or 9 to 14 percent over the prior year. As we look to the back half of the year, we continue to adjust our operations in anticipation of the uncertain economic environment,” Chênevert added.

Cash flow from operations was $888 million and capital expenditures were $237 million for the quarter. Share repurchase totaled $801 million for the first three months of the year.

“Cash flow from operations less capital expenditures was below net income for the quarter. Inventories grew seasonally at Carrier and remain high in the aerospace businesses where backlogs continue to expand. We continue to expect cash flow from operations less capital expenditures to meet or exceed net income for the full year,” Chênevert continued.

The accompanying tables include information integral to assessing the company’s financial position, operating performance, and cash flow.

United Technologies Corp., based in Hartford, Connecticut, is a diversified company providing high technology products and services to the building and aerospace industries. Additional information, including a webcast, is available on the Internet at http://www.utc.com.

This release includes “forward-looking statements” concerning expected revenue, earnings and cash flow; anticipated benefits of UTC’s diversification and business model; and other matters. These matters are subject to risks and uncertainties. Important factors that could cause actual results to differ materially from those anticipated or implied in forward looking statements include the health of the global economy; strength of end market demand in building construction and in both the commercial and defense segments of the aerospace industry; fluctuation in commodity prices, interest rates, foreign currency exchange rates, and the impact of weather conditions; and company-specific factors including the availability and impact of acquisitions; the rate and ability to effectively integrate these acquired businesses; the ability to achieve cost reductions at planned levels; challenges in the design,

development, production and support of advanced technologies and new products and services; delays and disruption in delivery of materials and services from suppliers; labor disputes; and the outcome of legal proceedings. The level of share repurchases may vary depending on the level of other investing activities. For information identifying other important economic, political, regulatory, legal, technological, competitive and other uncertainties, see UTC’s SEC filings as submitted from time to time, including but not limited to, the information included in UTC’s 10-K and 10-Q Reports under the headings “Business,” “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Cautionary Note Concerning Factors that May Affect Future Results,” as well as the information included in UTC’s Current Reports on Form 8-K.

UTC-IR

# # #

United Technologies Corporation

Condensed Consolidated Statement of Operations

	Quarter Ended March 31, (Unaudited)
(Millions, except per share amounts)	2008		2007
Revenues	$	13,701	$	12,278
Cost and Expenses
Cost of goods and services sold		9,981		8,996
Research and development		411		382
Selling, general and administrative		1,635		1,396
Operating Profit		1,674		1,504
Interest expense		165		150
Income before income taxes and minority interests		1,509		1,354
Income taxes		430		442
Minority interests		79		93
Net Income	$	1,000	$	819
Net Earnings Per Share of Common Stock
Basic	$	1.05	$	0.85
Diluted	$	1.03	$	0.82
Average Shares
Basic		952		968
Diluted		975		993

As described on the following pages, consolidated results for the quarters ended March 31, 2008 and 2007 include non-recurring items, restructuring and related charges.

See accompanying Notes to Condensed Consolidated Financial Statements.

United Technologies Corporation

Segment Revenues and Operating Profit

(Millions)	Quarter Ended March 31, (Unaudited)
	2008			2007
Revenues
Otis	$	3,057		$	2,728
Carrier		3,409			3,130
UTC Fire & Security		1,598			1,246
Pratt & Whitney		3,207			2,767
Hamilton Sundstrand		1,461			1,313
Sikorsky		1,023			1,006
Segment Revenues		13,755			12,190
Eliminations and other		(54	)		88
Consolidated Revenues	$	13,701		$	12,278
Operating Profit
Otis	$	580		$	574
Carrier		248			213
UTC Fire & Security		115			86
Pratt & Whitney		526			490
Hamilton Sundstrand		229			218
Sikorsky		82			73
Segment Operating Profit		1,780			1,654
Eliminations and other		(9	)		(63	)
General corporate expenses		(97	)		(87	)
Consolidated Operating Profit	$	1,674		$	1,504

As described on the following pages, consolidated results for the quarters ended March 31, 2008 and 2007 include non-recurring items, restructuring and related charges.

United Technologies Corporation

Consolidated Operating Profit

Consolidated operating profit for the quarters ended March 31, 2008 and 2007 includes restructuring and related charges as follows:

	Quarter Ended March 31, (Unaudited)
	2008		2007
Otis	$	2	$	(2	)
Carrier		11		12
UTC Fire & Security		6		2
Pratt & Whitney		14		20
Hamilton Sundstrand		1		6
Sikorsky		-		(3	)
Total Restructuring and Related Charges	$	34	$	35

Consolidated results for the quarter ended March 31, 2007 include the following non-recurring items.

Q1 - 2007

• Otis: Segment results include an $84 million gain from the sale of land. The consolidated operating results include taxes related to the gain of approximately $29 million in addition to an approximately $27 million charge for the minority partner’s interest in the gain. The resulting impact to consolidated net income is approximately $28 million.

• Pratt & Whitney: Approximately $40 million gain at Pratt & Whitney from a contract termination.

• Eliminations and Other: A $216 million loss recorded in connection with the European Union commission fine.

• Eliminations and Other: A $151 million gain from the sale of marketable securities.

In the first quarter, the net impact of the above items ($0.05 per share), together with $35 million of pre-tax restructuring and related charges ($0.02 per share), had a $0.07 adverse impact to earnings per share.

United Technologies Corporation

Condensed Consolidated Balance Sheet

(Millions)	March 31, 2008			December 31, 2007
	(Unaudited)			(Unaudited)
Assets
Cash and cash equivalents	$	3,139		$	2,904
Accounts receivable, net		9,558			8,844
Inventories and contracts in progress, net		9,075			8,101
Other current assets		2,144			2,222
Total Current Assets		23,916			22,071
Fixed assets, net		6,477			6,296
Goodwill, net		16,415			16,120
Intangible assets, net		3,862			3,757
Other assets		6,383			6,331
Total Assets	$	57,053		$	54,575
Liabilities and Shareowners’ Equity
Short-term debt	$	2,003		$	1,133
Accounts payable		5,503			5,059
Accrued liabilities		12,099			11,277
Total Current Liabilities		19,605			17,469
Long-term debt		8,014			8,015
Other liabilities		6,864			6,824
Total Liabilities		34,483			32,308
Minority interest in subsidiary companies		984			912
Shareowners’ Equity:
Common Stock		10,498			10,358
Treasury Stock		(12,157	)		(11,338	)
Retained Earnings		22,440			21,751
Accumulated other non-shareowners’ changes in equity		805			584
		21,586			21,355
Total Liabilities and Shareowners’ Equity	$	57,053		$	54,575
Debt Ratios:
Debt to total capitalization		32	%		30	%
Net debt to net capitalization		24	%		23	%

United Technologies Corporation

Condensed Consolidated Statement of Cash Flows

(Millions)	Quarter Ended March 31, (Unaudited)
	2008			2007
Operating Activities
Net Income	$	1,000		$	819
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization		319			278
Deferred income taxes and minority interest		41			(57	)
Stock compensation cost		58			54
Changes in working capital		(481	)		(277	)
Other, net		(49	)		(364	)
Net Cash Provided by Operating Activities		888			453
Investing Activities
Capital expenditures		(237	)		(208	)
Acquisitions and disposal of businesses, net		(126	)		(110	)
Other, net		(69	)		158
Net Cash Used in Investing Activities		(432	)		(160	)
Financing Activities
Increase in borrowings, net		862			286
Dividends paid on Common Stock		(293	)		(245	)
Repurchase of Common Stock		(801	)		(500	)
Other, net		(67	)		82
Net Cash Used in Financing Activities		(299	)		(377	)
Effect of foreign exchange rates		78			19
Net increase (decrease) in cash and cash equivalents		235			(65	)
Cash and cash equivalents - beginning of period		2,904			2,546
Cash and cash equivalents - end of period	$	3,139		$	2,481

United Technologies Corporation

Free Cash Flow Reconciliation

	Quarter Ended
(Millions)	March 31, 2008					March 31, 2007
	(unaudited)					(unaudited)
Net income	$	1,000				$	819
Depreciation and amortization		319					278
Change in working capital		(481	)				(277	)
Other		50					(367	)
Cash flow from operating activities		888					453
Cash flow from operating activities as a percentage of net income				89	%				55	%
Capital expenditures		(237	)				(208	)
Capital expenditures as a percentage of net income				(24	)%				(25	)%
Free cash flow	$	651				$	245
Free cash flow as a percentage of net income				65	%				30	%

Free cash flow, which represents cash flow from operations less capital expenditures, is the principal cash performance measure used by the Company. Management believes free cash flow provides a relevant measure of liquidity and a useful basis for assessing the Corporation’s ability to fund its activities, including the financing of acquisitions, debt service, repurchases of the Corporation’s Common Stock and distribution of earnings to shareholders. Others that use the term free cash flow may calculate it differently. The reconciliation of net cash flow provided by operating activities prepared in accordance with Generally Accepted Accounting Principles to free cash flow is above.

United Technologies Corporation

Notes to Condensed Consolidated Financial Statements

(1) Debt to total capitalization equals total debt divided by total debt plus equity. Net debt to net capitalization equals total debt less cash and cash equivalents divided by total debt plus equity less cash and cash equivalents.

(2) Organic growth represents the total reported increase within the Corporation’s ongoing businesses less the impact of foreign currency translation, acquisitions and divestitures completed in the preceding twelve months and significant non-recurring items. Non-recurring items that are not included in organic growth in 2007 include an $84 million gain at Otis from the sale of land (See Note 3 below), a $40 million gain at Pratt & Whitney from a contract termination, and $151 million from the sale of marketable securities, and a $216 million loss recorded in connection with the EU commission fine during the first quarter.

(3) Otis segment results for the first quarter for 2007 include an $84 million gain from the sale of land. The consolidated operating results include taxes related to the gain of approximately $29 million in addition to an approximately $27 million charge for the minority partner’s interest in the gain. The resulting impact to consolidated net income is approximately $28 million.