As filed with the Securities and Exchange Commission April 24, 1998

                                           Registration No. 333-
_____________________________________________________________________
---------------------------------------------------------------------
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                       ______________
                          FORM S-8
                   REGISTRATION STATEMENT
                            under
                 THE SECURITIES ACT OF 1933

                          TEXTRON INC
         (Exact Name of Registrant as Specified in Its Charter)


Delaware                                05-0315468
(or State or Other Jurisdiction of      (I.R.S. Employer
Incorporation or Organization)          Identification No.)

                    40 Westminster Street
               Providence, Rhode Island 02903
     (Address of Principal Executive Offices) (Zip Code)
                              
                 TEXTRON CANADA SAVINGS PLAN
                  (Full Title of the Plan)
                              
                       MICHAEL D. CAHN
         Group General Counsel - Financial Services
                        Textron Inc.
                    40 Westminster Street
               Providence, Rhode Island  02903
           (Name and Address of Agent for Service)
                        401-421-2800
    (Telephone Number, Including Area Code, of Agent for Service)
                              
                              
               CALCULATION OF REGISTRATION FEE


 Title of       Amount to          Proposed      Proposed         Amount of
Securities          be             Maximum       Maximum        Registration
  to be        Registered         Offering      Aggregate           Fee
Registered                        Price Per      Offering
                                    Share         Price
                                          
Common Stock   500,000 shares    $78.75 (1)    $39,375,000 (1)  $11,615.63 (1)
 .125 per value 


(1)  Estimated in accordance with Rule 457(c) solely for the
purpose of calculating the reg- istration fee, on the  basis
of  the average of the high and low prices per share of  the
Registrant's  Common  Stock on the New York  Stock  Exchange
Composite Tape on April 21, 1998.

<PAGE>

                           PART II
                 INFORMATION REQUIRED IN THE
                   REGISTRATION STATEMENT


Item  3.    Incorporation of Documents by Reference

      The  following documents are incorporated by reference
in this registration statement:

    (a)  Textron's Annual Report on Form 10-K for the fiscal
year ended January 3, 1998.

    (b)  The descriptions of Textron's Common Stock and  the
associated  Preferred  Stock  Purchase  Rights   which   are
contained   in  registration  statements  filed  under   the
Securities  Exchange Act of 1934, as amended, including  any
amendments or reports filed for the purpose of updating such
descriptions.

      All  documents subsequently filed by Textron  and  the
Plan pursuant to Sections 13(a), 13(c), 14 and 15(d) of  the
Securities  Exchange Act of 1934, prior to the filing  of  a
post-effective amendment which indicates that all securities
offered  hereby  have  been sold or  which  deregisters  all
securities   remaining  unsold,  shall  be  deemed   to   be
incorporated  by reference herein and to be  a  part  hereof
from the date of the filing of such documents.

Item  4.    Description of Securities

         Inapplicable.

Item  5.    Interests of Named Experts and Counsel

         Inapplicable.

Item  6.    Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law and
Article  XII  of  Textron's By-Laws contain  provisions  for
indemnification  of  directors  and  officers   in   certain
circumstances, which may include indemnity against expenses,
including attorney's fees, and judgments, fines and  amounts
paid  in settlement under the Securities Act of 1933.  Also,
Textron  has  obtained policies of directors' and  officers'
liability insurance which contain additional provisions  for
indemnification  of  directors  and  officers   in   certain
circumstances and has entered into indemnity agreements with
its directors and officers indemnifying them against certain
liabilities  arising  out of their service  as  officers  or
directors of Textron and its affiliates.


Item  7      Exemption from Registration Claimed

<PAGE> 2

         Inapplicable.

Item  8.    Exhibits

       4   Restated   Certificate   of   Incorporation    of
           Textron,  as filed January 29, 1998, incorporated
           by  reference to Exhibit 3.1 to Textron's  Annual
           Report  on  Form 10-K for the fiscal  year  ended
           January 3, 1998.
      
       23  Consent of Ernst & Young LLP.
      
       24  Power of Attorney
      
      
Item  9.    Undertakings

     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 Securities Act of 1933;
         
        (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 (1)(i) and  (1)(ii)
do not apply if the registration statement is on Form S-3 or
Form  S-8, and 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 Securities Exchange Act of  1934
that  are  incorporated  by reference  in  the  registration
statement.

      (2) That, for the purpose of determining any liability
under  the  Securities Act of 1933, 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 hat 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.

<PAGE> 3

      (b) The undersigned registrant hereby undertakes that,
for   purposes  of  determining  any  liability  under   the
Securities  Act  of  1933, each filing of  the  registrant's
annual report pursuant to Section 13(a) or Section 15(d)  of
the  Securities Exchange Act of 1934 (and, where applicable,
each  filing  of  an employee benefit plan's  annual  report
pursuant to Section 15(d) of the Securities Exchange Act  of
1934)  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.

      (h) Insofar as indemnification for liabilities arising
under  the  Securities  Act  of 1933  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  Securities and  Exchange  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> 4

                         SIGNATURES

     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 City of Providence, and
State of Rhode Island, on this 24th day of April, 1998.

                              TEXTRON INC.
                                  (Registrant)


                              By s/Michael D. Cahn
                                   Michael D. Cahn
                                   Group General Counsel  -
                                   Financial Services  and  Assistant
                                   Secretary

       Pursuant to the requirements of the Securities Act of
1933,  this Registration Statement has been signed below  on
the 24th day of April, 1998, by the following persons in the
capacities indicated.

         Name                                       Title


          *
 ..........................
  (James F. Hardymon)                  Chairman and Chief Executive Officer
                                       (principal executive officer)
                                       Director
          *
 .........................
  (Lewis B. Campbell)                  President and Chief Operating
                                       Officer, Director

          *
 ..........................
  (H. Jesse Arnelle)                   Director



           *
 .........................
   (Teresa Beck)                       Director

<PAGE> 5


           *
 ..........................
  (R. Stuart Dickson)                  Director


          *
 .........................
   (Paul E. Gagne)                     Director


          *
 .........................
  (John D. Macomber)                   Director


          *
 .........................
  (Dana G. Mead)                       Director


          *
 .........................
  (Brian H. Rowe)                      Director


          *
 ..........................
  (Sam F. Segnar)                      Director


          *
 ...........................
  (Jean Head Sisco)                    Director


          *
 ...........................
  (John W. Snow)                       Director


          *
 ..........................
  (Martin D. Walker)                   Director

          *
 ...........................
  (Thomas B. Wheeler)                  Director

<PAGE> 6
           *                           Executive Vice President and
 ..........................             Chief Financial Officer
  (Stephen L. Key)                     (principal financial officer)


          *
 ...........................
  (Richard L. Yates)                   Vice President and Controller
                                       (principal accounting officer)



*By s/Michael D. Cahn
        Michael D. Cahn
        Attorney-in-fact

<PAGE> 7
                        EXHIBIT INDEX
                              

Exhibit No.                        Description

4                        Restated       Certificate       of
                         Incorporation of Textron  Inc.,  as
                         filed     January     29,     1998,
                         incorporated   by   reference    to
                         Exhibit   3.1  to  Textron   Inc.'s
                         Annual Report on Form 10-K for  the
                         fiscal year ended January 3, 1998.

23                       Consent of Ernst & Young LLP.

24                       Power of Attorney

<PAGE> 8
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 12656}]
{"company-data": {"conformed-name": "TEXTRON INC", "cik": "0000217346", "assigned-sic": "3720", "irs-number": "050315468", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-50931", "film-number": "98600496"}, "business-address": {"street1": "40 WESTMINSTER ST", "city": "PROVIDENCE", "state": "RI", "zip": "02903", "phone": "4014212800"}, "mail-address": {"street1": "40 WESTMINSTER ST", "city": "PROVIDENCE", "state": "RI", "zip": "02903"}, "former-company": {"former-conformed-name": "AMERICAN TEXTRON INC", "date-changed": "19710510"}}
As filed with the Securities and Exchange Commission April 24, 1998

                                           Registration No. 333-
_____________________________________________________________________
---------------------------------------------------------------------
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                       ______________
                          FORM S-8
                   REGISTRATION STATEMENT
                            under
                 THE SECURITIES ACT OF 1933

                          TEXTRON INC
         (Exact Name of Registrant as Specified in Its Charter)

Delaware                                05-0315468
(or State or Other Jurisdiction of      (I.R.S. Employer
Incorporation or Organization)          Identification No.)

                    40 Westminster Street
               Providence, Rhode Island 02903
     (Address of Principal Executive Offices) (Zip Code)
                              
                 TEXTRON CANADA SAVINGS PLAN
                  (Full Title of the Plan)
                              
                       MICHAEL D. CAHN
         Group General Counsel - Financial Services
                        Textron Inc.
                    40 Westminster Street
               Providence, Rhode Island  02903
           (Name and Address of Agent for Service)
                        401-421-2800
    (Telephone Number, Including Area Code, of Agent for Service)
                              
                              
               CALCULATION OF REGISTRATION FEE

 Title of       Amount to          Proposed      Proposed         Amount of
Securities          be             Maximum       Maximum        Registration
  to be        Registered         Offering      Aggregate           Fee
Registered                        Price Per      Offering
                                    Share         Price
                                          
Common Stock   500,000 shares    $78.75 (1)    $39,375,000 (1)  $11,615.63 (1)
 .125 per value 

(1)  Estimated in accordance with Rule 457(c) solely for the
purpose of calculating the reg- istration fee, on the  basis
of  the average of the high and low prices per share of  the
Registrant's  Common  Stock on the New York  Stock  Exchange
Composite Tape on April 21, 1998.
PART II
                 INFORMATION REQUIRED IN THE
                   REGISTRATION STATEMENT

Item  3.    Incorporation of Documents by Reference

      The  following documents are incorporated by reference
in this registration statement:

    (a)  Textron's Annual Report on Form 10-K for the fiscal
year ended January 3, 1998.

    (b)  The descriptions of Textron's Common Stock and  the
associated  Preferred  Stock  Purchase  Rights   which   are
contained   in  registration  statements  filed  under   the
Securities  Exchange Act of 1934, as amended, including  any
amendments or reports filed for the purpose of updating such
descriptions.

      All  documents subsequently filed by Textron  and  the
Plan pursuant to Sections 13(a), 13(c), 14 and 15(d) of  the
Securities  Exchange Act of 1934, prior to the filing  of  a
post-effective amendment which indicates that all securities
offered  hereby  have  been sold or  which  deregisters  all
securities   remaining  unsold,  shall  be  deemed   to   be
incorporated  by reference herein and to be  a  part  hereof
from the date of the filing of such documents.

Item  4.    Description of Securities

         Inapplicable.

Item  5.    Interests of Named Experts and Counsel

         Inapplicable.

Item  6.    Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law and
Article  XII  of  Textron's By-Laws contain  provisions  for
indemnification  of  directors  and  officers   in   certain
circumstances, which may include indemnity against expenses,
including attorney's fees, and judgments, fines and  amounts
paid  in settlement under the Securities Act of 1933.  Also,
Textron  has  obtained policies of directors' and  officers'
liability insurance which contain additional provisions  for
indemnification  of  directors  and  officers   in   certain
circumstances and has entered into indemnity agreements with
its directors and officers indemnifying them against certain
liabilities  arising  out of their service  as  officers  or
directors of Textron and its affiliates.

Item  7      Exemption from Registration Claimed
2

         Inapplicable.

Item  8.    Exhibits

       4   Restated   Certificate   of   Incorporation    of
           Textron,  as filed January 29, 1998, incorporated
           by  reference to Exhibit 3.1 to Textron's  Annual
           Report  on  Form 10-K for the fiscal  year  ended
           January 3, 1998.
      
       23  Consent of Ernst & Young LLP.
      
       24  Power of Attorney
      
      
Item  9.    Undertakings

     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 Securities Act of 1933;
         
        (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 (1)(i) and  (1)(ii)
do not apply if the registration statement is on Form S-3 or
Form  S-8, and 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 Securities Exchange Act of  1934
that  are  incorporated  by reference  in  the  registration
statement.

      (2) That, for the purpose of determining any liability
under  the  Securities Act of 1933, 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 hat 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.
3

      (b) The undersigned registrant hereby undertakes that,
for   purposes  of  determining  any  liability  under   the
Securities  Act  of  1933, each filing of  the  registrant's
annual report pursuant to Section 13(a) or Section 15(d)  of
the  Securities Exchange Act of 1934 (and, where applicable,
each  filing  of  an employee benefit plan's  annual  report
pursuant to Section 15(d) of the Securities Exchange Act  of
1934)  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.

      (h) Insofar as indemnification for liabilities arising
under  the  Securities  Act  of 1933  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  Securities and  Exchange  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.
4

                         SIGNATURES

     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 City of Providence, and
State of Rhode Island, on this 24th day of April, 1998.

                              TEXTRON INC.
                                  (Registrant)

                              By s/Michael D. Cahn
                                   Michael D. Cahn
                                   Group General Counsel  -
                                   Financial Services  and  Assistant
                                   Secretary

       Pursuant to the requirements of the Securities Act of
1933,  this Registration Statement has been signed below  on
the 24th day of April, 1998, by the following persons in the
capacities indicated.

         Name                                       Title

          *
 ..........................
  (James F. Hardymon)                  Chairman and Chief Executive Officer
                                       (principal executive officer)
                                       Director
          *
 .........................
  (Lewis B. Campbell)                  President and Chief Operating
                                       Officer, Director

          *
 ..........................
  (H. Jesse Arnelle)                   Director

           *
 .........................
   (Teresa Beck)                       Director
5

           *
 ..........................
  (R. Stuart Dickson)                  Director

          *
 .........................
   (Paul E. Gagne)                     Director

          *
 .........................
  (John D. Macomber)                   Director

          *
 .........................
  (Dana G. Mead)                       Director

          *
 .........................
  (Brian H. Rowe)                      Director

          *
 ..........................
  (Sam F. Segnar)                      Director

          *
 ...........................
  (Jean Head Sisco)                    Director

          *
 ...........................
  (John W. Snow)                       Director

          *
 ..........................
  (Martin D. Walker)                   Director

          *
 ...........................
  (Thomas B. Wheeler)                  Director
6
           *                           Executive Vice President and
 ..........................             Chief Financial Officer
  (Stephen L. Key)                     (principal financial officer)

          *
 ...........................
  (Richard L. Yates)                   Vice President and Controller
                                       (principal accounting officer)

*By s/Michael D. Cahn
        Michael D. Cahn
        Attorney-in-fact
7
                        EXHIBIT INDEX
                              

Exhibit No.                        Description

4                        Restated       Certificate       of
                         Incorporation of Textron  Inc.,  as
                         filed     January     29,     1998,
                         incorporated   by   reference    to
                         Exhibit   3.1  to  Textron   Inc.'s
                         Annual Report on Form 10-K for  the
                         fiscal year ended January 3, 1998.

23                       Consent of Ernst & Young LLP.

24                       Power of Attorney
8