EXHIBIT 99.2


                    Honeywell And GE Waive Certain Operating
                        Restrictions Of Merger Agreement


         MORRIS TOWNSHIP, New Jersey, July 17, 2001 - Honeywell [NYSE: HON] and
General Electric Company [NYSE: GE] each today granted its consent under the
existing merger agreement to enable both companies to engage in certain
activities prior to any termination of the agreement without violating the
agreement's terms.
         The consent covers employment-related issues; acquisitions or
dispositions of assets or businesses; and the issuance or acquisition of
securities. The consent otherwise preserves the parties' rights under the merger
agreement. Honeywell will file a copy of the consent with the SEC.

         Honeywell is a US$25-billion diversified technology and manufacturing
leader, serving customers worldwide with aerospace products and services;
control technologies for buildings, homes and industry; automotive products;
power generation systems; specialty chemicals; fibers; plastics; and electronic
and advanced materials. Honeywell employs approximately 120,000 people in 95
countries and is traded on the New York Stock Exchange under the symbol HON, as
well as on the London, Chicago and Pacific stock exchanges. It is one of the 30
stocks that make up the Dow Jones Industrial Average and is also a component of
the Standard & Poor's 500 Index. Additional information on the company is
available on the Internet at www.honeywell.com.

         This release contains forward-looking statements as defined in Section
21E of the Securities Exchange Act of 1934, including statements about future
business operations, financial performance and market conditions. Such
forward-looking statements involve risks and uncertainties inherent in business
forecasts as further described in our filings under the Securities Exchange Act.