As filed with the Securities and Exchange Commission on June 23, 1998.
                                
                                            Registration No. 333-
============================================================================


                SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549

                     ___________________________

                            FORM S-8
                     REGISTRATION STATEMENT
                             UNDER
                   THE SECURITIES ACT OF 1933

                      __________________________

                       AlliedSignal Inc.
     (Exact name of registrant as specified in its charter)

                 Delaware                             22-2640650
        (State or other jurisdiction               (I.R.S.Employer
      of incorporation or organization)          Identification Number)

              P.O. Box 4000
           Morristown, New Jersey                      07962-2497
   (Address of Principal Executive Offices)            (Zip Code)

                   ___________________________________

            AlliedSignal Ltd. UK Share Purchase Plan
                    (Full title of the plan)

                   _________________________________

                    PETER M. KREINDLER, ESQ.
      Senior Vice President, General Counsel and Secretary
                       AlliedSignal Inc.
                       101 Columbia Road
             Morris Township, New Jersey 07962-2497
            (Name and address of agent for service)
                        (973) 455-2000
  (Telephone number, including area code of agent for service)

                   ________________________________

                CALCULATION OF REGISTRATION FEE

                                          Proposed   Proposed
 Title of                                 maximum    maximum
 securities                               offering   aggregate   Amount of
 to be                    Amount to be   price per  offering    registration
 registered (1)           registered     share (2)  price (2)   fee  (2)
============================================================================
Common Stock, par
value $1.00 per share (3)  80,000 shares $41.90625  $ 3,352,500   $  988.99


(1)  In addition, pursuant to Rule 416(c) under the Securities
Act of 1933, as amended (the "Act"), this registration statement
also covers an indeterminate amount of interests to be offered or
sold pursuant to the AlliedSignal Ltd. UK Share Purchase Plan.

(2)  Estimated in accordance with Rule 457(h) of the Act, solely
for the purpose of calculating the registration fee based on an
assumed price of $41.90625 per share, the average of the high and
low sales prices of the Common Stock of AlliedSignal Inc. on the
New York Stock Exchange Composite Tape on June 18, 1998.

(3) The shares of common stock being registered consist of shares
to be acquired by the Trustee pursuant to the AlliedSignal Ltd. UK
Share Purchase Plan for the account of participants.



                             PART I
                                
      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
                                
     The document(s) containing the information specified in Part
I  of  Form  S-8  will  be sent or given to participants  in  the
AlliedSignal  Ltd.  UK  Share  Purchase  Plan  (the  "Plan")   as
specified  by  Rule 428(b)(1) promulgated by the  Securities  and
Exchange  Commission (the "Commission") under the Securities  Act
of 1933, as amended (the "Securities Act").

      Such  document(s) are not being filed with the  Commission,
but   constitute  (along  with  the  documents  incorporated   by
reference into the Registration Statement pursuant to Item  3  of
Part  II  hereof)  a  prospectus that meets the  requirements  of
Section 10(a) of the Securities Act.


<PAGE>

                             PART II
                                
       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

   The following documents have been filed by AlliedSignal Inc.
(the "Company") or the Plan with the Commission and are
incorporated herein by reference:

   (a) the Company's Annual Report on Form 10-K
       for the year ended December 31, 1997;

   (b) the Company's Quarterly Report on Form 10-Q for the
       quarter ended March 31, 1998;
   
   (c) the Company's Current Reports on Form 8-K filed on
       January 15, February 2, February 5, February 18, February
       23, March 18, April 22, April 28, May 20, May 29 and June
       18, 1998;

   (d) the description of the Company Common
       Stock set forth in Note 18 of Notes to Financial
       Statements included in Exhibit 13 of the Company's Annual
       Report on Form 10-K for the year ended December 31, 1997.

   All documents filed by the Company or the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934 (the "Exchange Act") after the date of this
registration statement and prior to the filing of a post-
effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining
unsold shall be deemed to be incorporated by reference in this
registration statement and to be a part hereof from the date of
filing of such documents.  Any statement contained in a document
incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this
registration statement to the extent that a statement contained
herein or in any other subsequently filed document which also is
or is deemed to be incorporated by reference herein modifies or
supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this registration statement.

   The Company's consolidated financial statements, incorporated
herein by reference  to  the  Company's  Annual  Report  on  Form
10-K  for the year ended  December 31, 1997, have been so
incorporated in reliance on the reports of Price Waterhouse LLP
("Price Waterhouse"), independent accountants, given on the
authority of said firm as experts in auditing and accounting.

   With respect to the unaudited consolidated financial
information of the Company for the three month period ended March
31, 1998 incorporated herein by reference, Price Waterhouse
reported that they have applied limited procedures in accordance
with professional standards for a review of such information.
However, their separate report dated April 22, 1998, incorporated
by reference herein, states that they did not audit and they do
not express an opinion on that unaudited consolidated financial
information.  Accordingly, the degree of reliance on their report
on such information should be restricted in light of the limited
nature of the review procedures applied.  Price Waterhouse is not
subject to the liability provisions of Section 11 of the Act for
their report on the unaudited consolidated financial information
because that report is not a "report" or a "part" of the
registration statement prepared or certified by Price Waterhouse
within the meaning of Sections 7 and 11 of the Act.


Item 4. Description of Securities

   Not Applicable

Item 5. Interests of Named Experts and Counsel

   Not Applicable

Item 6. Indemnification of Directors and Officers

   Under Article ELEVENTH of the Company's Restated Certificate
of Incorporation, each person who is or was a director or officer
of the Company, and each director or officer of the Company who
serves or served any other enterprise or organization at the
request of the Company, shall be indemnified by the Company to
the full extent permitted by the Delaware General Corporation
Law.

  Under such law, to the extent that such a person is successful
on the merits or otherwise in defense of a suit or proceeding
brought against such person by reason of the fact that such
person is or was a director or officer of the Company, or serves
or served any other enterprise or organization at the request of
the Company, such person shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred in
connection with such action.

  If unsuccessful in defense of a third-party civil suit or a
criminal suit, or if such a suit is settled, such a person shall
be indemnified under such law against both (1) expenses
(including attorneys' fees) and (2) judgments, fines and amounts
paid in settlement if such person acted in good faith and in a
manner such person reasonably believed to be in, or not opposed
to, the best interests of the Company, and with respect to any
criminal action, had no reasonable cause to believe such person's
conduct was unlawful.

  If unsuccessful in defense of a suit brought by or in the right
of the Company, or if such suit is settled, such a person shall
be indemnified under such law only against expenses (including
attorneys' fees) actually and reasonably incurred in the defense
or settlement of such suit if such person acted in good faith and
in a manner such person reasonably believed to be in, or not
opposed to, the best interests of the Company except that if such
person is adjudged to be liable in such suit to the Company, such
person cannot be made whole even for expenses unless the court
determines that such person is fairly and reasonably entitled to
indemnity for such expenses.

  In addition, the Company maintains directors' and officers'
reimbursement and liability insurance pursuant to standard form
policies.  The risks covered by such policies include certain
liabilities under the securities laws.

Item 7. Exemption from Registration Claimed

   Not Applicable

Item 8. Exhibits

    Exhibit
      No.                             Description
    _______                           ____________


   4.1    The Company's Restated Certificate of
          Incorporation (incorporated by reference to Exhibit
          3(i) to the Company's Form 10-Q for the quarter ended
          March 31, 1997).

   4.2    The Company's By-laws, as amended
          (incorporated by reference to Exhibit 3(ii) to the
          Company's Form 10-Q for the quarter ended March 31,
          1996).

     5    Opinion of J. Edward Smith, Esq., with respect to the
          legality of the securities being registered hereby.

     15   Independent Accountants' Acknowledgment Letter as to
          the incorporation of their report relating to unaudited
          interim financial information (filed herewith).

    23.1  Consent of Price Waterhouse LLP (filed herewith).

    23.2  The consent of J. Edward Smith, Esq. is contained in
          his opinion filed as Exhibit 5 to this registration
          statement.

     24   Powers of Attorney (filed herewith).

Item 9.  Undertakings

     (a)  The undersigned registrant hereby undertakes:

           (1)  To  file, during  any period in which offers or
        sales are being made, a post-effective amendment to this
        registration statement:

                      (i)  To include any prospectus required by
            Section 10(a)(3) of the Act;

                      (ii)  To reflect in the prospectus any
            facts or events arising after the effective date of
            the registration statement (or the most recent post-
            effective amendment thereof) which, individually or
            in the  aggregate, represent a fundamental change in
            the information set forth  in the registration
            statement;

                      (iii)  To include any material information
            with respect to the plan of distribution not
            previously disclosed in the registration statement
            or any material change to such information in the
            registration statement;

          Provided, however, that paragraphs (i) and (ii) above
do not apply if the information required to be included in a post-
effective amendment by those paragraphs is contained in periodic
reports filed by the registrant pursuant to Section 13 or Section
15(d) of the Exchange Act that are incorporated by reference in
the registration statement.

           (2)  That, for the purpose of determining any
        liability under the Act, each such post-effective
        amendment shall be deemed to be a new registration
        statement relating to the securities offered therein,
        and the offering of such securities at that time shall
        be deemed to be the initial bona fide offering thereof.

           (3)  To remove from registration by means of a post-
        effective amendment any of the securities being
        registered which remain unsold at the termination of the
        offering.

     (b)  The undersigned registrant hereby undertakes that, for
     purposes of determining any liability under the Act, each
     filing of the registrant's annual report pursuant to Section
     13(a) or Section 15(d) of the Exchange Act, and each filing
     of the Plan's annual report pursuant to Section 15(d) of the
     Exchange Act, that is incorporated by reference in the
     registration statement shall be deemed to be a new
     registration statement relating to the securities offered
     therein, and the offering of such securities at that time
     shall be deemed to be the initial bona fide offering
     thereof.

     (c)  Insofar as indemnification for liabilities arising
     under the Act may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the
     foregoing provisions, or otherwise, the registrant has been
     advised that in the opinion of the Commission such
     indemnification is against public policy as expressed in the
     Act and is, therefore, unenforceable.  In the event that a
     claim for indemnification against such liabilities (other
     than the payment by the registrant of expenses incurred or
     paid by a director, officer or controlling person of the
     registrant in the successful defense of any action, suit or
     proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being
     registered, the registrant will, unless in the opinion of
     its counsel the matter has been settled by controlling
     precedent, submit to a court of appropriate jurisdiction the
     question whether such indemnification by it is against
     public policy as expressed in the Act and will be governed
     by the final adjudication of such issue.



<PAGE>

                           SIGNATURES

    The Registrant.  Pursuant to the requirements of the
Securities Act of 1933, the registrant certifies that it has
reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Township of
Morris, State of New Jersey, on the 19th day of June, 1998.

                                           AlliedSignal Inc.


                                              /s/Richard F. Wallman 
                                           By:_____________________
                                                Richard F. Wallman
                                                 Senior Vice President and
                                                  Chief Financial Officer

    Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed by the following
persons in the capacities and on the dates indicated.

            Name                         Title                     Date


              * 
_____________________________     Director, Chairman of the
      (Lawrence A. Bossidy)       Board and Chief Executive
                                  Officer


              *                   Director
______________________________
      (Hans W. Becherer)


              *                   Director
______________________________
        (Ann M. Fudge)


              *                   Director
______________________________
       (Paul X. Kelley)


              *                   Director
______________________________
      (Robert P. Luciano)


              *                   Director
______________________________
      (Robert B. Palmer)

              *                   Director
_____________________________
      (Russell E. Palmer)


              *                   Director
_____________________________
      (Frederic M. Poses)


              *                   Director
_____________________________
     (Ivan G. Seidenberg)


              *                   Director
____________________________
       (Andrew C. Sigler)


              *                   Director
____________________________
       (John R. Stafford)


              *                   Director
___________________________
     (Thomas P. Stafford)


              *                   Director
___________________________
     (Robert C. Winters)



              *                   Director
___________________________
      (Henry T. Yang)


/s/ Richard F. Wallman
__________________________        Senior Vice President and    June 19, 1998
    (Richard F. Wallman)          Chief Financial Officer
                                  (Principal Financial Officer
                                  and Principal Accounting Officer)

     /s/ Peter M. Kreindler
*By:_______________________
      (Peter M. Kreindler,                                     June 19, 1998
       Attorney-in-Fact)

<PAGE>


    The Plan.  Pursuant to the requirements of the Securities Act of
1933, the Plan administrator has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the Township of Morris, State of New Jersey, on
the 19th day of June, 1998.

                         AlliedSignal Ltd. UK Share Purchase Plan
                                   
                                   /s/ R. Peter Mercer
                               By:__________________________________
                                   R. Peter Mercer
                                   Vice President, Human Resources Operations



<PAGE>

                            EXHIBIT INDEX
Exhibit
 No.                                 Description                    Page
_______                              ___________                    ____

4.1  The Company's Restated Certificate of
     Incorporation  (incorporated by reference to
     Exhibit 3(i) to the Company's Form 10-Q for the
     quarter ended March 31, 1997).

4.2  The Company's By-laws, as amended (incorporated
     by reference to Exhibit 3(ii) to the Company's
     Form 10-Q for the quarter ended March 31, 1996).

5    Opinion of J. Edward Smith, Esq., with respect to the
     legality of the securities being registered hereby.

15   Independent Accountants' Acknowledgment Letter as
     to the incorporation of their report relating to
     unaudited interim financial information (filed
     herewith).

23.1 Consent of Price Waterhouse LLP (filed herewith).

23.2 The consent of J. Edward Smith, Esq. is contained in his
     opinion filed as Exhibit 5 to this registration statement.

24   Powers of Attorney (filed herewith).



<PAGE>
<EXHIBIT>
                                                  Exhibit 5


                        AlliedSignal Inc.
                         Law Department
                          P.O. Box 2245
                    Morristown, NJ 07962-2245


                                   June 22, 1998

AlliedSignal Inc.
101 Columbia Road
Morristown, NJ 07962

Ladies and Gentlemen:

    As Senior Counsel, Corporate and Finance, of AlliedSignal Inc., a
Delaware corporation (the "Company"), I have examined the Certificate
of Incorporation and Bylaws of the Company as well as such other
documents and proceedings as I have considered necessary for the
purposes of this opinion. I have also examined and am familiar with
the Company's Registration Statement on Form S-8 (the "Registration
Statement") as filed with the Securities and Exchange Commission under
the Securities Act of 1933, as amended (the "Act"), relating to 80,000
shares of the Company's Common Stock, par value $1.00 per share (the
"Common Shares"), which may be acquired by the Trustee pursuant to the
AlliedSignal Ltd. UK Share Purchase Plan
for the account of participants.

     Based upon the foregoing, and having regard to legal
considerations which I deem relevant, I am of the opinion that
the Common Shares are legally issued, fully paid and non-
assessable.

      I hereby consent to the inclusion of this opinion letter as
an exhibit to the Registration Statement.

                                   Very truly yours,


                                   /s/ J. Edward Smith
                                  ________________________
                                   J. Edward Smith
                                   Senior Counsel
                                   Corporate and Finance


<EXHIBIT/>
<PAGE>                                                       
<EXHIBIT>



Exhibit 15


June 23, 1998

Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549

Ladies and Gentlemen:

We are aware that AlliedSignal Inc. has incorporated by
reference our report dated April 22, 1998 (issued
pursuant to the provisions of Statement on Auditing
Standards No. 71) in its Registration Statement on Form
S-8 for the AlliedSignal Ltd. UK Share Purchase Plan to
be filed on or about June 23, 1998.  We are also aware
of our responsibilities under the Securities Act of
1933.


Yours very truly,

/s/ Price Waterhouse LLP



<EXHIBIT/>
<PAGE>
<EXHIBIT>

                                                       Exhibit 23

               Consent of Independent Accountants
                                
We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated January
28, 1998, which appears on page 40 of the 1997 Annual Report to
Shareowners of AlliedSignal Inc. (the "Company"), which is
incorporated by reference in the Company's Annual Report on Form
10-K for the year ended December 31, 1997. We also consent to the
reference to us under the heading "Incorporation of Documents by
Reference" in this Registration Statement.


/s/ Price Waterhouse LLP

Price Waterhouse LLP
Florham Park, New Jersey
June 23, 1998
                                                       



<EXHIBIT/>
<PAGE>
<EXHIBIT>

                                             Exhibit 24



                        POWER OF ATTORNEY
                                

     I, Lawrence A. Bossidy, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Peter M.
Kreindler, Richard F. Wallman, and Robert F. Friel, each with
power to act without the other and with power of substitution and
resubstitution, as my attorney-in-fact to sign on my behalf in my
capacity as a director of the Company one or more registration
statements under the Securities Act of 1933, or any amendment or
post-effective amendment to any registration statement heretofore
or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be 
offered under the Dividend Reinvestment and Share Purchase
Plan of AlliedSignal Inc. and any plan which is a successor to such
plan, granting to each such attorney full power and authority
to perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Lawrence A. Bossidy
                                   --------------------------------
                                        Lawrence A. Bossidy



Dated:  April 27, 1998

<PAGE>

                        POWER OF ATTORNEY
                                

     I, Hans W. Becherer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to 
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Hans W. Becherer
                                   ----------------------------
                                        Hans W. Becherer



Dated:  April 27, 1998


<PAGE>
                        POWER OF ATTORNEY
                                

     I, Ann M. Fudge, a director of AlliedSignal Inc., a Delaware
corporation (the "Company"), hereby appoint Lawrence A. Bossidy,
Peter M. Kreindler, Richard F. Wallman, and Robert F. Friel, each
with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.


                                        /s/ Ann M. Fudge
                                   -------------------------
                                        Ann M. Fudge



Dated:  April 27, 1998

<PAGE>


                        POWER OF ATTORNEY
                                

     I, Paul X. Kelley, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the registration
of shares of the Company's Common Stock to be offered under the Dividend
Reinvestment and Share Purchase Plan of AlliedSignal Inc. and any
plan which is a successor to such plan, granting to each such
attorney full power and authority to perform every act necessary
to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Paul X. Kelley
                                   ---------------------------
                                        Paul X. Kelley



Dated:  April 27, 1998

<PAGE>

                        POWER OF ATTORNEY
                                

     I, Robert P. Luciano, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to
such plan, granting to each such attorney full power and
authority to perform every act necessary to be done as fully
as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Robert P. Luciano
                                   -----------------------------
                                        Robert P. Luciano



Dated:  April 27, 1998

<PAGE>



                        POWER OF ATTORNEY
                                

     I, Robert B. Palmer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Robert B. Palmer
                                   -----------------------------
                                        Robert B. Palmer



Dated:  April 27, 1998

<PAGE>




                        POWER OF ATTORNEY
                                

     I, Russell E. Palmer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan of 
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Russell E. Palmer
                                   -----------------------------
                                        Russell E. Palmer



Dated:  April 27, 1998

<PAGE>




                        POWER OF ATTORNEY
                                

     I, Frederic M. Poses, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority
to perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Frederic M. Poses
                                   --------------------------------
                                        Frederic M. Poses



Dated:  April 27, 1998


<PAGE>

                        POWER OF ATTORNEY
                                

     I, Ivan G. Seidenberg, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Ivan G. Seidenberg
                                   ------------------------------
                                        Ivan G. Seidenberg



Dated:  April 27, 1998


<PAGE>

                        POWER OF ATTORNEY
                                

     I, Andrew C. Sigler, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Andrew C. Sigler
                                   -----------------------------
                                        Andrew C. Sigler



Dated:  April 27, 1998

<PAGE>


                        POWER OF ATTORNEY
                                

     I, John R. Stafford, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ John R. Stafford
                                   ------------------------------
                                        John R. Stafford



Dated:  April 27, 1998



<PAGE>

                        POWER OF ATTORNEY
                                

     I, Thomas P. Stafford, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Thomas P. Stafford
                                   -------------------------------
                                        Thomas P. Stafford



Dated:  April 27, 1998


<PAGE>


                        POWER OF ATTORNEY
                                

     I, Robert C. Winters, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase 
Plan of AlliedSignal Inc. and any plan which is a successor
to such plan, granting to each such attorney full power and
authority to perform every act necessary to be done as fully
as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Robert C. Winters
                                   ------------------------------
                                        Robert C. Winters



Dated:  April 27, 1998


<PAGE>



                        POWER OF ATTORNEY
                                

     I, Henry T. Yang, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.



                                        /s/ Henry T. Yang
                                   --------------------------
                                        Henry T. Yang



Dated:  April 27, 1998


<EXHIBIT/>
<PAGE>
<EXHIBIT>
                        AlliedSignal Inc.
                        101 Columbia Road
                  Morristown, New Jersey  07962

                                   June 23, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

               Re:  AlliedSignal Inc.
                    Registration Statement on Form S-8
                    -----------------------------------

Ladies and Gentlemen:

     On behalf of AlliedSignal Inc. (the "Company"), transmitted
herewith via EDGAR pursuant to the Securities Act of 1933 is a
registration statement on Form S-8 with respect to 80,000 shares
of the Company's Common Stock which may be offered under the
AlliedSignal Ltd. UK Share Purchase Plan.

          The filing fee of $988.99 has been wired to the
Commission's account at Mellon Bank.

     If you have any questions or comments regarding the
Registration Statement, please call me at 973-455-2945.

                                   Very truly yours,

                                   /s/ J. Edward Smith
                                   _______________________
                                   J. Edward Smith
                                   Senior Counsel
                                   Corporate and Finance
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 56885}]
{"company-data": {"conformed-name": "ALLIEDSIGNAL INC", "cik": "0000773840", "assigned-sic": "3714", "irs-number": "222640650", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-57515", "film-number": "98652655"}, "business-address": {"street1": "101 COLUMBIA RD", "street2": "PO BOX 4000", "city": "MORRISTOWN", "state": "NJ", "zip": "07962", "phone": "2014552000"}, "mail-address": {"street1": "101 COLUMBIA RD P O BOX 4000", "street2": "101 COLUMBIA RD P O BOX 4000", "city": "MORRISTOWN", "state": "NJ", "zip": "07962"}}
As filed with the Securities and Exchange Commission on June 23, 1998.
                                
                                            Registration No. 333-
============================================================================

                SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549

                     ___________________________

                            FORM S-8
                     REGISTRATION STATEMENT
                             UNDER
                   THE SECURITIES ACT OF 1933

                      __________________________

                       AlliedSignal Inc.
     (Exact name of registrant as specified in its charter)

                 Delaware                             22-2640650
        (State or other jurisdiction               (I.R.S.Employer
      of incorporation or organization)          Identification Number)

              P.O. Box 4000
           Morristown, New Jersey                      07962-2497
   (Address of Principal Executive Offices)            (Zip Code)

                   ___________________________________

            AlliedSignal Ltd. UK Share Purchase Plan
                    (Full title of the plan)

                   _________________________________

                    PETER M. KREINDLER, ESQ.
      Senior Vice President, General Counsel and Secretary
                       AlliedSignal Inc.
                       101 Columbia Road
             Morris Township, New Jersey 07962-2497
            (Name and address of agent for service)
                        (973) 455-2000
  (Telephone number, including area code of agent for service)

                   ________________________________

                CALCULATION OF REGISTRATION FEE

                                          Proposed   Proposed
 Title of                                 maximum    maximum
 securities                               offering   aggregate   Amount of
 to be                    Amount to be   price per  offering    registration
 registered (1)           registered     share (2)  price (2)   fee  (2)
============================================================================
Common Stock, par
value $1.00 per share (3)  80,000 shares $41.90625  $ 3,352,500   $  988.99

(1)  In addition, pursuant to Rule 416(c) under the Securities
Act of 1933, as amended (the "Act"), this registration statement
also covers an indeterminate amount of interests to be offered or
sold pursuant to the AlliedSignal Ltd. UK Share Purchase Plan.

(2)  Estimated in accordance with Rule 457(h) of the Act, solely
for the purpose of calculating the registration fee based on an
assumed price of $41.90625 per share, the average of the high and
low sales prices of the Common Stock of AlliedSignal Inc. on the
New York Stock Exchange Composite Tape on June 18, 1998.

(3) The shares of common stock being registered consist of shares
to be acquired by the Trustee pursuant to the AlliedSignal Ltd. UK
Share Purchase Plan for the account of participants.

                             PART I
                                
      INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
                                
     The document(s) containing the information specified in Part
I  of  Form  S-8  will  be sent or given to participants  in  the
AlliedSignal  Ltd.  UK  Share  Purchase  Plan  (the  "Plan")   as
specified  by  Rule 428(b)(1) promulgated by the  Securities  and
Exchange  Commission (the "Commission") under the Securities  Act
of 1933, as amended (the "Securities Act").

      Such  document(s) are not being filed with the  Commission,
but   constitute  (along  with  the  documents  incorporated   by
reference into the Registration Statement pursuant to Item  3  of
Part  II  hereof)  a  prospectus that meets the  requirements  of
Section 10(a) of the Securities Act.
PART II
                                
       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

   The following documents have been filed by AlliedSignal Inc.
(the "Company") or the Plan with the Commission and are
incorporated herein by reference:

   (a) the Company's Annual Report on Form 10-K
       for the year ended December 31, 1997;

   (b) the Company's Quarterly Report on Form 10-Q for the
       quarter ended March 31, 1998;
   
   (c) the Company's Current Reports on Form 8-K filed on
       January 15, February 2, February 5, February 18, February
       23, March 18, April 22, April 28, May 20, May 29 and June
       18, 1998;

   (d) the description of the Company Common
       Stock set forth in Note 18 of Notes to Financial
       Statements included in Exhibit 13 of the Company's Annual
       Report on Form 10-K for the year ended December 31, 1997.

   All documents filed by the Company or the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange
Act of 1934 (the "Exchange Act") after the date of this
registration statement and prior to the filing of a post-
effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining
unsold shall be deemed to be incorporated by reference in this
registration statement and to be a part hereof from the date of
filing of such documents.  Any statement contained in a document
incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this
registration statement to the extent that a statement contained
herein or in any other subsequently filed document which also is
or is deemed to be incorporated by reference herein modifies or
supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this registration statement.

   The Company's consolidated financial statements, incorporated
herein by reference  to  the  Company's  Annual  Report  on  Form
10-K  for the year ended  December 31, 1997, have been so
incorporated in reliance on the reports of Price Waterhouse LLP
("Price Waterhouse"), independent accountants, given on the
authority of said firm as experts in auditing and accounting.

   With respect to the unaudited consolidated financial
information of the Company for the three month period ended March
31, 1998 incorporated herein by reference, Price Waterhouse
reported that they have applied limited procedures in accordance
with professional standards for a review of such information.
However, their separate report dated April 22, 1998, incorporated
by reference herein, states that they did not audit and they do
not express an opinion on that unaudited consolidated financial
information.  Accordingly, the degree of reliance on their report
on such information should be restricted in light of the limited
nature of the review procedures applied.  Price Waterhouse is not
subject to the liability provisions of Section 11 of the Act for
their report on the unaudited consolidated financial information
because that report is not a "report" or a "part" of the
registration statement prepared or certified by Price Waterhouse
within the meaning of Sections 7 and 11 of the Act.

Item 4. Description of Securities

   Not Applicable

Item 5. Interests of Named Experts and Counsel

   Not Applicable

Item 6. Indemnification of Directors and Officers

   Under Article ELEVENTH of the Company's Restated Certificate
of Incorporation, each person who is or was a director or officer
of the Company, and each director or officer of the Company who
serves or served any other enterprise or organization at the
request of the Company, shall be indemnified by the Company to
the full extent permitted by the Delaware General Corporation
Law.

  Under such law, to the extent that such a person is successful
on the merits or otherwise in defense of a suit or proceeding
brought against such person by reason of the fact that such
person is or was a director or officer of the Company, or serves
or served any other enterprise or organization at the request of
the Company, such person shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred in
connection with such action.

  If unsuccessful in defense of a third-party civil suit or a
criminal suit, or if such a suit is settled, such a person shall
be indemnified under such law against both (1) expenses
(including attorneys' fees) and (2) judgments, fines and amounts
paid in settlement if such person acted in good faith and in a
manner such person reasonably believed to be in, or not opposed
to, the best interests of the Company, and with respect to any
criminal action, had no reasonable cause to believe such person's
conduct was unlawful.

  If unsuccessful in defense of a suit brought by or in the right
of the Company, or if such suit is settled, such a person shall
be indemnified under such law only against expenses (including
attorneys' fees) actually and reasonably incurred in the defense
or settlement of such suit if such person acted in good faith and
in a manner such person reasonably believed to be in, or not
opposed to, the best interests of the Company except that if such
person is adjudged to be liable in such suit to the Company, such
person cannot be made whole even for expenses unless the court
determines that such person is fairly and reasonably entitled to
indemnity for such expenses.

  In addition, the Company maintains directors' and officers'
reimbursement and liability insurance pursuant to standard form
policies.  The risks covered by such policies include certain
liabilities under the securities laws.

Item 7. Exemption from Registration Claimed

   Not Applicable

Item 8. Exhibits

    Exhibit
      No.                             Description
    _______                           ____________

   4.1    The Company's Restated Certificate of
          Incorporation (incorporated by reference to Exhibit
          3(i) to the Company's Form 10-Q for the quarter ended
          March 31, 1997).

   4.2    The Company's By-laws, as amended
          (incorporated by reference to Exhibit 3(ii) to the
          Company's Form 10-Q for the quarter ended March 31,
          1996).

     5    Opinion of J. Edward Smith, Esq., with respect to the
          legality of the securities being registered hereby.

     15   Independent Accountants' Acknowledgment Letter as to
          the incorporation of their report relating to unaudited
          interim financial information (filed herewith).

    23.1  Consent of Price Waterhouse LLP (filed herewith).

    23.2  The consent of J. Edward Smith, Esq. is contained in
          his opinion filed as Exhibit 5 to this registration
          statement.

     24   Powers of Attorney (filed herewith).

Item 9.  Undertakings

     (a)  The undersigned registrant hereby undertakes:

           (1)  To  file, during  any period in which offers or
        sales are being made, a post-effective amendment to this
        registration statement:

                      (i)  To include any prospectus required by
            Section 10(a)(3) of the Act;

                      (ii)  To reflect in the prospectus any
            facts or events arising after the effective date of
            the registration statement (or the most recent post-
            effective amendment thereof) which, individually or
            in the  aggregate, represent a fundamental change in
            the information set forth  in the registration
            statement;

                      (iii)  To include any material information
            with respect to the plan of distribution not
            previously disclosed in the registration statement
            or any material change to such information in the
            registration statement;

          Provided, however, that paragraphs (i) and (ii) above
do not apply if the information required to be included in a post-
effective amendment by those paragraphs is contained in periodic
reports filed by the registrant pursuant to Section 13 or Section
15(d) of the Exchange Act that are incorporated by reference in
the registration statement.

           (2)  That, for the purpose of determining any
        liability under the Act, each such post-effective
        amendment shall be deemed to be a new registration
        statement relating to the securities offered therein,
        and the offering of such securities at that time shall
        be deemed to be the initial bona fide offering thereof.

           (3)  To remove from registration by means of a post-
        effective amendment any of the securities being
        registered which remain unsold at the termination of the
        offering.

     (b)  The undersigned registrant hereby undertakes that, for
     purposes of determining any liability under the Act, each
     filing of the registrant's annual report pursuant to Section
     13(a) or Section 15(d) of the Exchange Act, and each filing
     of the Plan's annual report pursuant to Section 15(d) of the
     Exchange Act, that is incorporated by reference in the
     registration statement shall be deemed to be a new
     registration statement relating to the securities offered
     therein, and the offering of such securities at that time
     shall be deemed to be the initial bona fide offering
     thereof.

     (c)  Insofar as indemnification for liabilities arising
     under the Act may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the
     foregoing provisions, or otherwise, the registrant has been
     advised that in the opinion of the Commission such
     indemnification is against public policy as expressed in the
     Act and is, therefore, unenforceable.  In the event that a
     claim for indemnification against such liabilities (other
     than the payment by the registrant of expenses incurred or
     paid by a director, officer or controlling person of the
     registrant in the successful defense of any action, suit or
     proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being
     registered, the registrant will, unless in the opinion of
     its counsel the matter has been settled by controlling
     precedent, submit to a court of appropriate jurisdiction the
     question whether such indemnification by it is against
     public policy as expressed in the Act and will be governed
     by the final adjudication of such issue.
SIGNATURES

    The Registrant.  Pursuant to the requirements of the
Securities Act of 1933, the registrant certifies that it has
reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Township of
Morris, State of New Jersey, on the 19th day of June, 1998.

                                           AlliedSignal Inc.

                                              /s/Richard F. Wallman 
                                           By:_____________________
                                                Richard F. Wallman
                                                 Senior Vice President and
                                                  Chief Financial Officer

    Pursuant to the requirements of the Securities Act of 1933,
this registration statement has been signed by the following
persons in the capacities and on the dates indicated.

            Name                         Title                     Date

              * 
_____________________________     Director, Chairman of the
      (Lawrence A. Bossidy)       Board and Chief Executive
                                  Officer

              *                   Director
______________________________
      (Hans W. Becherer)

              *                   Director
______________________________
        (Ann M. Fudge)

              *                   Director
______________________________
       (Paul X. Kelley)

              *                   Director
______________________________
      (Robert P. Luciano)

              *                   Director
______________________________
      (Robert B. Palmer)

              *                   Director
_____________________________
      (Russell E. Palmer)

              *                   Director
_____________________________
      (Frederic M. Poses)

              *                   Director
_____________________________
     (Ivan G. Seidenberg)

              *                   Director
____________________________
       (Andrew C. Sigler)

              *                   Director
____________________________
       (John R. Stafford)

              *                   Director
___________________________
     (Thomas P. Stafford)

              *                   Director
___________________________
     (Robert C. Winters)

              *                   Director
___________________________
      (Henry T. Yang)

/s/ Richard F. Wallman
__________________________        Senior Vice President and    June 19, 1998
    (Richard F. Wallman)          Chief Financial Officer
                                  (Principal Financial Officer
                                  and Principal Accounting Officer)

     /s/ Peter M. Kreindler
*By:_______________________
      (Peter M. Kreindler,                                     June 19, 1998
       Attorney-in-Fact)
The Plan.  Pursuant to the requirements of the Securities Act of
1933, the Plan administrator has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the Township of Morris, State of New Jersey, on
the 19th day of June, 1998.

                         AlliedSignal Ltd. UK Share Purchase Plan
                                   
                                   /s/ R. Peter Mercer
                               By:__________________________________
                                   R. Peter Mercer
                                   Vice President, Human Resources Operations
EXHIBIT INDEX
Exhibit
 No.                                 Description                    Page
_______                              ___________                    ____

4.1  The Company's Restated Certificate of
     Incorporation  (incorporated by reference to
     Exhibit 3(i) to the Company's Form 10-Q for the
     quarter ended March 31, 1997).

4.2  The Company's By-laws, as amended (incorporated
     by reference to Exhibit 3(ii) to the Company's
     Form 10-Q for the quarter ended March 31, 1996).

5    Opinion of J. Edward Smith, Esq., with respect to the
     legality of the securities being registered hereby.

15   Independent Accountants' Acknowledgment Letter as
     to the incorporation of their report relating to
     unaudited interim financial information (filed
     herewith).

23.1 Consent of Price Waterhouse LLP (filed herewith).

23.2 The consent of J. Edward Smith, Esq. is contained in his
     opinion filed as Exhibit 5 to this registration statement.

24   Powers of Attorney (filed herewith).
Exhibit 5

                        AlliedSignal Inc.
                         Law Department
                          P.O. Box 2245
                    Morristown, NJ 07962-2245

                                   June 22, 1998

AlliedSignal Inc.
101 Columbia Road
Morristown, NJ 07962

Ladies and Gentlemen:

    As Senior Counsel, Corporate and Finance, of AlliedSignal Inc., a
Delaware corporation (the "Company"), I have examined the Certificate
of Incorporation and Bylaws of the Company as well as such other
documents and proceedings as I have considered necessary for the
purposes of this opinion. I have also examined and am familiar with
the Company's Registration Statement on Form S-8 (the "Registration
Statement") as filed with the Securities and Exchange Commission under
the Securities Act of 1933, as amended (the "Act"), relating to 80,000
shares of the Company's Common Stock, par value $1.00 per share (the
"Common Shares"), which may be acquired by the Trustee pursuant to the
AlliedSignal Ltd. UK Share Purchase Plan
for the account of participants.

     Based upon the foregoing, and having regard to legal
considerations which I deem relevant, I am of the opinion that
the Common Shares are legally issued, fully paid and non-
assessable.

      I hereby consent to the inclusion of this opinion letter as
an exhibit to the Registration Statement.

                                   Very truly yours,

                                   /s/ J. Edward Smith
                                  ________________________
                                   J. Edward Smith
                                   Senior Counsel
                                   Corporate and Finance
Exhibit 15

June 23, 1998

Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549

Ladies and Gentlemen:

We are aware that AlliedSignal Inc. has incorporated by
reference our report dated April 22, 1998 (issued
pursuant to the provisions of Statement on Auditing
Standards No. 71) in its Registration Statement on Form
S-8 for the AlliedSignal Ltd. UK Share Purchase Plan to
be filed on or about June 23, 1998.  We are also aware
of our responsibilities under the Securities Act of
1933.

Yours very truly,

/s/ Price Waterhouse LLP
Exhibit 23

               Consent of Independent Accountants
                                
We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated January
28, 1998, which appears on page 40 of the 1997 Annual Report to
Shareowners of AlliedSignal Inc. (the "Company"), which is
incorporated by reference in the Company's Annual Report on Form
10-K for the year ended December 31, 1997. We also consent to the
reference to us under the heading "Incorporation of Documents by
Reference" in this Registration Statement.

/s/ Price Waterhouse LLP

Price Waterhouse LLP
Florham Park, New Jersey
June 23, 1998
Exhibit 24

                        POWER OF ATTORNEY
                                

     I, Lawrence A. Bossidy, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Peter M.
Kreindler, Richard F. Wallman, and Robert F. Friel, each with
power to act without the other and with power of substitution and
resubstitution, as my attorney-in-fact to sign on my behalf in my
capacity as a director of the Company one or more registration
statements under the Securities Act of 1933, or any amendment or
post-effective amendment to any registration statement heretofore
or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be 
offered under the Dividend Reinvestment and Share Purchase
Plan of AlliedSignal Inc. and any plan which is a successor to such
plan, granting to each such attorney full power and authority
to perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Lawrence A. Bossidy
                                   --------------------------------
                                        Lawrence A. Bossidy

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Hans W. Becherer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to 
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Hans W. Becherer
                                   ----------------------------
                                        Hans W. Becherer

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Ann M. Fudge, a director of AlliedSignal Inc., a Delaware
corporation (the "Company"), hereby appoint Lawrence A. Bossidy,
Peter M. Kreindler, Richard F. Wallman, and Robert F. Friel, each
with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Ann M. Fudge
                                   -------------------------
                                        Ann M. Fudge

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Paul X. Kelley, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the registration
of shares of the Company's Common Stock to be offered under the Dividend
Reinvestment and Share Purchase Plan of AlliedSignal Inc. and any
plan which is a successor to such plan, granting to each such
attorney full power and authority to perform every act necessary
to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Paul X. Kelley
                                   ---------------------------
                                        Paul X. Kelley

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Robert P. Luciano, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to
such plan, granting to each such attorney full power and
authority to perform every act necessary to be done as fully
as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Robert P. Luciano
                                   -----------------------------
                                        Robert P. Luciano

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Robert B. Palmer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Robert B. Palmer
                                   -----------------------------
                                        Robert B. Palmer

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Russell E. Palmer, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan of 
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Russell E. Palmer
                                   -----------------------------
                                        Russell E. Palmer

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Frederic M. Poses, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority
to perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Frederic M. Poses
                                   --------------------------------
                                        Frederic M. Poses

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Ivan G. Seidenberg, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase Plan
of AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to perform
every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Ivan G. Seidenberg
                                   ------------------------------
                                        Ivan G. Seidenberg

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Andrew C. Sigler, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Andrew C. Sigler
                                   -----------------------------
                                        Andrew C. Sigler

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, John R. Stafford, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ John R. Stafford
                                   ------------------------------
                                        John R. Stafford

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Thomas P. Stafford, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Thomas P. Stafford
                                   -------------------------------
                                        Thomas P. Stafford

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Robert C. Winters, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be
offered under the Dividend Reinvestment and Share Purchase 
Plan of AlliedSignal Inc. and any plan which is a successor
to such plan, granting to each such attorney full power and
authority to perform every act necessary to be done as fully
as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Robert C. Winters
                                   ------------------------------
                                        Robert C. Winters

Dated:  April 27, 1998
POWER OF ATTORNEY
                                

     I, Henry T. Yang, a director of AlliedSignal Inc., a
Delaware corporation (the "Company"), hereby appoint Lawrence A.
Bossidy, Peter M. Kreindler, Richard F. Wallman, and Robert F.
Friel, each with power to act without the other and with power of
substitution and resubstitution, as my attorney-in-fact to sign
on my behalf in my capacity as a director of the Company one or
more registration statements under the Securities Act of 1933, or
any amendment or post-effective amendment to any registration
statement heretofore or hereafter filed by the Company:

          (a)  on Form S-8 or other appropriate form for the
registration of shares of the Company's Common Stock (or
participations where appropriate) to be offered under the
savings, stock or other benefit plans of the Company, its
affiliates or any predecessor thereof, including the AlliedSignal
Savings Plan, the AlliedSignal Thrift Plan, the ASEC
Manufacturing Savings Plan, the AlliedSignal Truck and Brake
Systems Company Savings Plan, the AlliedSignal Ltd. UK Share
Purchase Plan, the AlliedSignal Ireland Employees Share Ownership
Program, the Employee Stock Purchase Plan of AlliedSignal Inc.,
the Stock Plan for Non-Employee Directors of AlliedSignal Inc.,
the 1993 Stock Plan for Employees of AlliedSignal Inc. and its
Affiliates, the 1985 Stock Plan for Employees of AlliedSignal
Inc. and its Subsidiaries, and any plan which is a successor to
such plans or is a validly authorized plan pursuant to which
securities of the Corporation are issued to employees, and

          (b) on Form S-3 or other appropriate form for the
registration of shares of the Company's Common Stock to be offered
under the Dividend Reinvestment and Share Purchase Plan of
AlliedSignal Inc. and any plan which is a successor to such plan,
granting to each such attorney full power and authority to
perform every act necessary to be done as fully as I might do in person.

     I hereby revoke any or all prior appointments of
attorneys-in-fact to sign the above-described documents.

                                        /s/ Henry T. Yang
                                   --------------------------
                                        Henry T. Yang

Dated:  April 27, 1998
AlliedSignal Inc.
                        101 Columbia Road
                  Morristown, New Jersey  07962

                                   June 23, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

               Re:  AlliedSignal Inc.
                    Registration Statement on Form S-8
                    -----------------------------------

Ladies and Gentlemen:

     On behalf of AlliedSignal Inc. (the "Company"), transmitted
herewith via EDGAR pursuant to the Securities Act of 1933 is a
registration statement on Form S-8 with respect to 80,000 shares
of the Company's Common Stock which may be offered under the
AlliedSignal Ltd. UK Share Purchase Plan.

          The filing fee of $988.99 has been wired to the
Commission's account at Mellon Bank.

     If you have any questions or comments regarding the
Registration Statement, please call me at 973-455-2945.

                                   Very truly yours,

                                   /s/ J. Edward Smith
                                   _______________________
                                   J. Edward Smith
                                   Senior Counsel
                                   Corporate and Finance