SCHEDULE 14A
                               (RULE 14A-101)
  
                          SCHEDULE 14A INFORMATION
  
 PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF
 1934 
                           (AMENDMENT NO.      ) 
  
 Filed by the Registrant {X} 
  
 Filed by a Party other than the Registrant {   } 
  
 Check the appropriate box: 
  
 {  } Preliminary Proxy Statement  
      {   } Confidential, For Use of the Commission Only (as permitted by
            Rule 14a-6(e)(2)) 
 {  } Definitive Proxy Statement  
 {  } Definitive Additional Materials 
 {X}  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 
  
                              AMP INCORPORATED 
                        ---------------------------- 
              (Name of Registrant as specified in its charter) 
  
                        ---------------------------- 
    (Name of person(s) filing proxy statement, if other than Registrant) 
  
 Payment of Filing  Fee (Check the appropriate box): 
  
 {X}  No fee required. 
  
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      0-11. 
  
      (1)  Title of each class of securities to which transaction applies: 
      (2)  Aggregate number of securities to which transaction applies: 
      (3)  Per unit price or other underlying value of transaction computed
           pursuant to Exchange Act Rule 0-11: 
      (4)  Proposed maximum aggregate value of transactions: 
      (5)  Total fee paid. 
  
 ________ 
 {  } Fee paid previously with preliminary materials. 
 {  } Check box if any part of the fee is offset as provided by Exchange Act
      Rule 0-11(a)(2) and identify the filing for which the offsetting fee
      was paid previously.  Identify the previous filing by registration
      statement number, or the Form or Schedule and the date of its filing. 
  
      (1)  Amount Previously Paid: 
      (2)  Form, Schedule or Registration Statement No.: 
      (3)  Filing Party: 
      (4)  Date Filed:
 


 FOR IMMEDIATE RELEASE 
  
 Contacts: 
 Richard Skaare                              Joele Frank / Dan Katcher 
 AMP Corporate Communication                 Abernathy MacGregor Frank
 717/592-2323                                212/371-5999 
 Doug Wilburne 
 AMP Investor Relations 
 717/592-4965 
  
  
                  AMP FILES PRELIMINARY CONSENT REVOCATION
                             MATERIALS WITH SEC
  
            AMP Files Immediately in Response to AlliedSignal's
            Filing of Preliminary Consent Solicitation Materials
  
  
 HARRISBURG, PA, AUGUST 13, 1998 -- AMP Incorporated (NYSE: AMP) today
 filed with the SEC preliminary materials to solicit the revocations of
 any consents AlliedSignal may receive in its intended solicitation of
 AMP shareholders.  AMP's filing follows by 24 hours AlliedSignal's
 filing of preliminary solicitation materials with the SEC. 
   
 While the AMP Board is currently reviewing the AlliedSignal offer, it
 firmly believes that AlliedSignal's intended consent solicitation is a
 tactic designed to limit the Board's options and flexibility in
 evaluating the AlliedSignal offer.  The company said, "This tactic is
 transparent.  Our shareholders fully recognize the importance of
 having a Board that is committed to acting in the best interests of AMP 
 - and not in the best interests of AlliedSignal." 
  
 Headquartered in Harrisburg, PA, AMP is the world's leading
 manufacturer of electrical, electronic, fiber-optic and wireless
 interconnection devices and systems.  The company has 48,300 employees
 in 53 countries serving customers in the automotive, computer,
 communications, consumer, industrial and power industries.  AMP sales
 reached $5.75 billion in 1997.  IndustryWeek recently named the
 company to its list of the "100 Best Managed Companies." 

  
                                   # # #

  
                                   -more-

 AMP and certain other persons named below may be deemed to be
 participants in the solicitation of revocations of consents in
 response to AlliedSignal's consent solicitation.  The participants in
 this solicitation may include the directors of AMP (Ralph D. DeNunzio,
 Barbara H. Franklin, Joseph M. Hixon III, William J. Hudson, Jr.,
 Joseph M. Magliochetti, James E. Marley, Harold A. McInnes, Jerome J.
 Meyer, John C. Morley, Paul G. Schloemer and Takeo Shiina); the
 following executive officers of AMP: William J. Hudson (Chief
 Executive Officer and President), James E. Marley (Chairman), Robert
 Ripp (Executive Vice President, Global Businesses), William S. Urkiel
 (Corporate Vice President and Chief Financial Officer), Richard P.
 Clark (Divisional Vice President, Global Wireless Products Group),
 Herbert M. Cole (Corporate Vice President and President, Global
 Terminal and Connector Operations), Thomas DiClemente (Corporate Vice
 President and President, Europe, Middle East, Africa), Rudolf Gassner
 (Corporate Vice President and President, Global Personal Computer
 Division), Charles W. Goonrey (Corporate Vice President and General
 Legal Counsel), Juergen W. Gromer (Corporate Vice President and
 President, Global Automotive Division), John E. Gurski (Corporate Vice
 President and President, Global Value-Added Operations and President,
 Global Operations Division), David F. Henschel (Corporate Secretary),
 John H. Kegel (Corporate Vice President, Asia/Pacific), Mark E. Lang
 (Corporate Controller), Philippe Lemaitre (Corporate Vice President
 and Chief Technology Officer), Joseph C. Overbaugh (Corporate
 Treasurer), Nazario Proietto (Corporate Vice President and President,
 Global Consumer, Industrial and Power Technology Division); and the
 following other members of management of AMP: Douglas Wilburne
 (Director, Investor Relations) and Mary Rakoczy (Manager, Shareholder
 Services).  As of the date of this communication, none of the foregoing
 participants individually beneficially own in excess of 1% of AMP's
 common stock or in the aggregate in excess of 2% of AMP's common stock. 
            
 AMP has retained Credit Suisse First Boston Corporation ("CSFB") to
 act as its financial advisor in connection with the AlliedSignal
 Offer, for which CSFB will receive customary fees, as well as
 reimbursement of reasonable out-of-pocket expenses.  In addition, AMP
 has agreed to indemnify CSFB and certain related persons against
 certain liabilities, including certain liabilities under the federal
 securities laws, arising out of its engagement.  CSFB is an investment
 banking firm that provides a full range of financial services for
 institutional and individual clients.  CSFB does not admit that it or
 any of its directors, officers or employees is a "participant" as
 defined in Schedule 14A promulgated under the Securities Exchange Act
 of 1934, as amended, in the solicitation, or that Schedule 14A requires
 the disclosure of certain information concerning CSFB.  In connection
 with CSFB's role as financial advisor to AMP, CSFB and the following
 investment banking employees of CSFB may communicate in person, by
 telephone or otherwise with a limited number of institutions, brokers
 or other persons who are stockholders of AMP: Alan H. Howard, Steven
 Koch, and Scott Lindsay.  In the normal course of its business, CSFB
 regularly buys and sells securities issued by AMP for its own account
 and for the accounts of its customers, which transactions may result in
 CSFB and its associates having a net "long" or net "short" position in
 AMP securities, or option contracts or other derivatives in or
 relating to such securities.  As of August 12, 1998, CSFB had a net
 long position of 99,766 shares of AMP common stock.