8-K

             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


                       August 11, 1998
              (Date of earliest event reported)
                             
                         TEXTRON INC.
   (Exact name of Registrant as specified in its charter)
                              
    Delaware                 1-5480                   05-0315468
(State of             (Commission File  No.)          (IRS Employer
Incorporation)                                        Identification No.)


          40 Westminster Street, Providence, Rhode Island 02903
       (Address of principal executive offices, including zip code)
                              
                         (401) 421-2800
        (Registrant's telephone number, including area code)
                              
                              
                             N/A
    (Former name or former address, if changed since last report)



Item 5.  Other Events.

      On  August  11,  1998,  the Registrant,  Textron  Inc.
("Textron"), issued a press release announcing that  it  has
reached  an  agreement to sell its Avco Financial  Services,
Inc. unit to Associates First Capital Corporation for $  3.9
billion  in  cash.   The press release also  announced  that
Textron's Board of Directors has authorized a new 25 million
share  repurchase  program  that supersedes  the  8  million
shares  that  remained under its previous authorization.   A
copy  of  the press release is filed herewith as Exhibit  99
and is incorporated herein by reference.

Item 7.  Financial Statements and Exhibits.

(c)  Exhibits.

Exhibit No.              Exhibit

      99            Press Release issued August 11, 1998.


                              
                              
                         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.

                              TEXTRON INC.
                                   (Registrant)


                              By/s/Wayne W. Juchatz
                                Name: Wayne W. Juchatz
                                Title: Executive Vice President and
                                       General Counsel


Dated:  August 11, 1998



                      INDEX TO EXHIBITS
                              


Exhibit No.              Exhibit

   99               Press Release issued August 11, 1998

EX-99

Investor Contact:
Mary Lovejoy
401-457-6009

Media Contact:
Susan Tardanico
401-457-2354                            FOR IMMEDIATE
RELEASE
                              
                              

  Textron to Sell Avco Financial Services to The Associates

        Proceeds to Fund Acquisitions, Share Buyback;

    Board Authorizes 25-Million-Share Repurchase Program



     Providence, RI - August 11, 1998 - Textron Inc. today

announced it has reached an agreement to sell its Avco

Financial Services unit to Dallas, TX-based Associates

First Capital Corporation for $3.9 billion in cash.

Additional terms were not disclosed.  The acquisition is

subject to regulatory approvals.

     Net after-tax proceeds to Textron will approximate $2.9

billion.  "These proceeds will enable us to accelerate our

acquisition and share buyback programs, consistent with our

focus on maximizing value for Textron shareholders," said

Textron President and Chief Executive Officer Lewis B.

Campbell.  "Our primary objective is to redeploy these funds

into our existing market-leading businesses," he added.

                           -more-


                                    Textron to Sell Avco/P.2

     
     Textron also announced today that its Board of

Directors has authorized a new 25-million-share repurchase

program.  This program supercedes the 8 million shares that

remained under its previous authorization.

     "This increased authorization will enable us to be more

aggressive in repurchasing shares, beginning immediately,"

Campbell said.  "This, coupled with our disciplined

acquisition strategy, position us to maintain our record of

consistent, double-digit earnings growth."

     It is anticipated that up to 40 % of the after-tax

proceeds from the sale of Avco will be used to repurchase

Textron shares, while the remaining 60 % will fund

acquisitions.

     In the past five years, Textron has acquired 33

companies in the United States  and Europe.  Having invested

more than $500 million in five acquisitions to date this

year, the company has already exceeded last year's

acquisition activity.  "With a full pipeline of

opportunities, we are well-positioned to continue our

aggressive acquisition activity," Campbell continued.

"However, we remain steadfast in our commitment to our

rigorous acquisition criteria."

     With $1.85 billion in annual revenues, AFS comprised

18% of Textron's total 1997 revenues.  "Our financial goals

are clear and have not changed," said Campbell.  "We are

confident we will meet or exceed our targets of 8-11% annual

revenue growth and double-digit EPS growth, and we are

targeting revenues in excess of $14 billion by the year

2000," he added.

                           -more-


                                    Textron to Sell Avco/P.3

     
     In June, Textron announced it was exploring strategic

alternatives for AFS, which could include a sale, spin-off

or other form of divestiture.  With the increasing

consolidation of the consumer finance industry, Textron

concluded the value of AFS would be maximized by combining

it with another leading financial services company.  The

strategic review did not include Textron's commercial

finance subsidiary, Textron Financial Corporation (TFC)

which finances the sale of Textron and third-party products.

TFC remains a part of Textron.

     Textron Inc. (NYSE:TXT) is a $10.5 billion, global,

multi-industry company with market-leading operations in

Aircraft, Automotive, Industrial and Finance.



                             XXX

                              

Certain statements in this news release are forward-looking
statements, including those that discuss strategies, goals,
outlook or other non-historical matters, or project
revenues, income, returns or other financial measures.
These forward-looking statements are subject to risks and
uncertainties that may cause actual results to differ
materially from those contained in the statements, including
the following: (i) continued market demand for the types of
products and services produced and sold by Textron, (ii)
changes in worldwide economic and political conditions and
associated impact on interest and foreign exchange rates,
(iii) the level of sales by original equipment manufacturers
of vehicles for which Textron supplies parts, (iv) the
successful integration of companies acquired by Textron and
(v) changes in consumer debt levels.