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<title>S-8 HSPR</title>
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<p align="center"></font><font face="Arial" size="2">As filed with the Securities and
Exchange Commission on October 24, 2002&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
Registration No. ______________</font><font SIZE="3"></p>
</font>

<p align="center"><img src="utcbluelogo.gif" width="543" height="90"
alt="utcbluelogo.gif (2883 bytes)"><b><font SIZE="5"></p>

<p ALIGN="CENTER"></font><font face="Arial" SIZE="5">SECURITIES AND EXCHANGE COMMISSION</font></b><font
face="Arial"><br>
</font><font SIZE="4" face="Arial">Washington, D.C. 20549</font><font SIZE="4"></p>

<p></font><b><font SIZE="5">&nbsp;</p>

<p ALIGN="CENTER"></font><font face="Arial" SIZE="5">FORM S-8</font></b><font face="Arial"><br>
</font><font SIZE="4" face="Arial">REGISTRATION STATEMENT<br>
Under<br>
THE SECURITIES ACT OF 1933</font><font SIZE="4"></p>
</font><b><font SIZE="6">

<p ALIGN="CENTER"></font><font face="Arial" SIZE="6">UNITED TECHNOLOGIES CORPORATION</font></b><font
face="Arial"><br>
</font><font SIZE="3" face="Arial">(Exact name of issuer as specified in its charter)</font><font
SIZE="3"></p>
</font><div align="center"><center>

<table border="0" cellpadding="0" cellspacing="0" width="62%">
  <tr>
    <td width="47%" valign="bottom" align="center"><font face="Arial">Delaware</font></td>
    <td width="53%" valign="bottom" align="center"><font face="Arial">06-0570975</font></td>
  </tr>
  <tr>
    <td width="47%" valign="bottom" align="center"><font face="Arial">(State or other
    jurisdiction of</font></td>
    <td width="53%" valign="bottom" align="center"><font face="Arial">(I.R.S. Employer</font></td>
  </tr>
  <tr>
    <td width="47%" valign="bottom" align="center"><font face="Arial">incorporation or
    organization)</font></td>
    <td width="53%" valign="bottom" align="center"><font face="Arial">Identification No.)</font></td>
  </tr>
</table>
</center></div>

<p ALIGN="CENTER"><font SIZE="3" face="Arial">One Financial Plaza, Hartford, Connecticut
06101<br>
</font><font face="Arial" size="2">(Address of principal executive offices, including Zip
Code)</font></p>
<b><font SIZE="3">

<p ALIGN="CENTER"></font><font face="Arial" size="4">HAMILTON SUNDSTRAND de PUERTO RICO<br>
SAVINGS PLAN</font><big><br>
</big></b><font face="Arial" size="2">(Full title of the Plan)</font><font size="5"></p>
</font><font size="4">

<p ALIGN="CENTER"></font><font face="Arial" size="4">WILLIAM H. TRACHSEL, Esq.<br>
Secretary<br>
One Financial Plaza<br>
Hartford, Connecticut 06101<br>
(860) 728-7000<br>
</font><font face="Arial" size="2">(Name, address and telephone number of agent for
service)</font><font size="4"></p>

<p ALIGN="CENTER">&nbsp;</p>
</font>

<p ALIGN="CENTER"><font face="Arial" size="4">CALCULATION OF REGISTRATION FEE</font></p>
<div align="center"><center>

<table CELLSPACING="0" BORDER="0" CELLPADDING="7" WIDTH="708">
  <tr>
    <td WIDTH="146" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Title of
    Securities to be Registered</font></font></td>
    <td WIDTH="98" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Amount to
    be Registered</font></font></td>
    <td WIDTH="125" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Proposed
    Maximum Offering Price (2)</font></font></td>
    <td WIDTH="156" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Proposed
    Maximum Aggregate Offering Price</font></font></td>
    <td WIDTH="113" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Amount of
    Registration Fee</font></font></td>
  </tr>
  <tr>
    <td WIDTH="146" VALIGN="TOP"><font size="2"><p ALIGN="CENTER"><font face="Arial">Common
    Stock, Par value $5.00 per share (1)</font></font></td>
    <td WIDTH="98" VALIGN="bottom" align="center"><font size="2"><p ALIGN="CENTER"><font
    face="Arial">500,000</font></font><font face="Arial" size="2"> (3)</font></td>
    <td WIDTH="125" VALIGN="bottom" align="center"><font size="2"><p ALIGN="CENTER"><font
    face="Arial">$58.15</font></font></td>
    <td WIDTH="156" VALIGN="bottom" align="center"><font size="2"><p ALIGN="CENTER"><font
    face="Arial">$</font></font><font face="Arial" size="2">29,075,000</font></td>
    <td WIDTH="113" VALIGN="bottom" align="center"><font size="2"><p ALIGN="CENTER"><font
    face="Arial">$</font></font><font face="Arial" size="2">2,675</font></td>
  </tr>
</table>
</center></div>

<blockquote>
  <blockquote>
    <blockquote>
      <blockquote>
        <font FACE="Arial" size="1"><p></font><font face="Arial" size="2">(1) Includes pursuant to
        Rule 416(c) under the Securities Act of 1933, as amended (&quot;1933 Act&quot;), an
        indeterminate amount of plan interests.</p>
        <p>(2) Estimated solely for the purpose of calculating the registration fee, based in
        accordance with Rule 457(h) under the 1933 Act on the average of the high and low prices
        reported on the New York Stock Exchange, Inc. on October 17, 2002.</p>
        <p>(3) Pursuant to Rule 416(a) under the 1933 Act, the number of shares registered
        hereunder includes such additional number of shares of Common Stock as are required to
        prevent dilution resulting from stock splits, stock dividends or similar transaction that
        results in an increase in the number of outstanding shares of Common Stock.</font><font
        FACE="Arial" size="3"></p>
        <p></font><font face="Arial" size="2">The Hamilton Sundstrand de Puerto Rico Savings Plan
        (the &quot;Plan&quot;) provides certain eligible employees of Hamilton Sundstrand de
        Puerto Rico, Inc. with the opportunity to participate in a payroll deduction tax
        advantaged savings program and to receive the benefit of matching employer contributions.
        The Plan offers several alternatives for participants to direct the investment of employee
        and company contributions. This Registration Statement is filed for the purpose of
        providing the opportunity to invest in the Common Stock of United Technologies
        Corporation, the parent Corporation to Hamilton Sundstrand Corporation and Hamilton
        Sundstrand de Puerto Rico, Inc.</font><font FACE="Arial" size="3"><b></p>
        </b></font>
      </blockquote>
    </blockquote>
  </blockquote>
</blockquote>
<b><font face="Arial" size="2">

<hr>

<p></font><font face="Arial" size="4">PART II</font><font face="Arial" size="2"></p>

<p><big>ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE</big></b></p>

<p><big>The following documents are hereby incorporated by reference:</big></p>

<blockquote>
  <ol>
    <li><big>the Annual Report on Form 10-K of United Technologies Corporation (the
      &quot;Corporation&quot;) filed with the Securities and Exchange Commission (the
      &quot;Commission&quot;) for the year ended December 31, 2001;</big></li>
    <li><big>the Quarterly Reports on Form 10-Q of the Corporation filed with the Commission for
      the quarters ended March 31, 2002, June 30, 2002 and September 30, 2002;</big></li>
    <li><big>all other reports filed by the Corporation with the Commission pursuant to Section
      13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended (the
      &quot;Exchange Act&quot;) since the end of the period covered by the most recent Annual
      Report on Form 10-Q referred to in (1) above;</big></li>
    <li><big>the description of the shares of the Corporation&#146;s common stock contained in
      the Corporation&#146;s Registration Statement on Form 8-A, dated January 25, 2002, filed
      with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934, as
      amended (the &quot;Exchange Act&quot;), including any amendment or report subsequently
      filed for the purpose of updating that description; and</big></li>
    <li><big>the Annual Report on Form 11-K for the Hamilton Sundstrand de Puerto Rico Savings
      Plan (the &quot;Plan&quot;) for the year ended December 31, 2001.</big></li>
  </ol>
</blockquote>

<p><big>All documents subsequently filed by the Corporation or the Hamilton Sundstrand
Plan pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, 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 subsequently filed document which also 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.</big></p>
<b>

<p><big>ITEM 4. DESCRIPTION OF SECURITIES</big></b></p>

<p><big>The securities registered hereby are (i) participation interests in the Hamilton
Sundstrand Plan and (ii) shares of Common Stock, $5.00 par value, of the Corporation, in
each case to be offered under the Hamilton Sundstrand Plan.</big></p>
<b>

<p><big>ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL</big><u></p>

<p><big>EXPERTS AND COUNSEL</big></u></b></p>

<p><big>The legality of the securities offered pursuant to this Registration Statement has
been passed on by Richard M. Kaplan, Esq. Mr. Kaplan, Associate General Counsel of the
Corporation, is a shareowner of Common Stock.</big></p>
<u><b>

<p><big>INDEPENDENT AUDITORS</big></b></u></p>

<p><big>The financial statements incorporated by reference to the Annual Report on Form
10-K of the Corporation for the year ended December 31, 2001 and the financial statements
incorporated by reference to the Annual Report on Form 11-K of the Hamilton Sundstrand de
Puerto Rico Savings Plan for the year ended December 31, 2001have been so incorporated in
reliance on the reports of PricewaterhouseCoopers LLP, independent auditors, given on the
authority of said firm as experts in auditing and accounting.</big></p>

<p><big>With respect to the unaudited financial information of United Technologies
Corporation for the three-month period ended March 31, 2002, the six-month period ended
June 30, 2002 and the nine-month period ended September 30, 2002, incorporated by
reference in this Form S-8, PricewaterhouseCoopers LLP reported that they have applied
limited procedures in accordance with professional standards for a review of such
information.&nbsp; However, their separate reports dated April 17, 2002, July 17, 2002 and
October 17, 2002 incorporated by reference, state that they did not audit and they do not
express an opinion on such unaudited financial information.&nbsp; Accordingly, the degree
of reliance on their reports on such information should be restricted in light of the
limited nature of the review procedures applied.</big></p>

<p><big>PricewaterhouseCoopers LLP is not subject to the liability provisions of Section
11 of the Securities Act of 1933 for their reports on the unaudited financial information
because such reports are not a &quot;report&quot; or a &quot;part&quot; of the
registration statement prepared or certified by PricewaterhouseCoopers LLP within the
meaning of Sections 7 and 11 of the Act.</big></font><font face="Arial" size="4"></p>
</font><font FACE="Arial" size="3"><b>

<p>ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS</b></p>

<p>Pursuant to Section 102 of the General Corporation Law of Delaware, the Corporation has
adopted a provision in its Certificate of Incorporation eliminating the personal liability
of its directors for monetary damages to the Corporation and its stockholders for any
breach of their fiduciary duties as directors of the Corporation, except for their
liability due to (1) breach of loyalty to the Corporation, (2) acts or omissions not in
good faith or which involve intentional misconduct or a knowing violation of law, (3) any
transaction from which the director derived an improper personal benefit or (4) any
payment of unlawful dividends or an unlawful stock repurchase or redemption.</p>

<p>Section 145 of the Delaware General Corporation Law permits a Delaware corporation to
indemnify any person who is or was a party to any actual or threatened legal action,
whether criminal, civil, administrative or investigative because of his or her service as
an officer, director or agent of the corporation against expenses, judgments, fines and
settlement payments reasonably and actually incurred by him or her in connection with such
proceeding, if he acted in good faith and in a manner he or she reasonably believed to be
in or not opposed to the best interests of the corporation and, with respect to any
criminal action or proceeding, had no reasonable cause to believe was unlawful, except
that, with respect to any legal action by or in the right of the corporation itself, an
officer, director or agent of the corporation only is entitled to indemnification for
expenses actually and reasonably incurred. Section 7.5 of the Corporation&#146;s Bylaws
provides that the Corporation shall indemnify its officers, directors, employees,
fiduciaries and agents (and their heirs and legal representatives) to the full extent
permitted by Delaware law.</p>
<b>

<p>ITEM 8. EXHIBITS</b></p>

<p>See Exhibit Index</p>

<p>Hamilton Sundstrand Corporation previously received a letter that the Hamilton
Sundstrand Plan is a qualified plan under the Puerto Rico Income Tax Act. The Corporation
hereby undertakes to submit any amendments to the Hamilton Sundstrand Plan to the
appropriate tax authorities in Puerto Rico in a timely manner and will make all changes
required under the Puerto Rico Tax Act in order to maintain the tax qualification of the
Hamilton Sundstrand Plan.</p>
<b>

<p>ITEM 9. UNDERTAKINGS</b></p>

<p>The undersigned registrant hereby undertakes:

<ol>
  <li>To file, during any period in which offers or sales are being made, a post-effective
    amendment to this Registration Statement:<p>(i) to include any prospectus required by
    Section 10(a)(3) of the Securities Act of 1933;</p>
    <p>(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; and</p>
    <p>(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:</p>
  </li>
</ol>

<blockquote>
  <p>Provided, however, that paragraphs (1)(i) and (1)(ii) do not apply if the information
  required to be included in a post-effective amendment by those paragraphs is contained in
  periodic reports filed with or furnished to the Commission 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.</p>
</blockquote>

<ol start="2">
  <li>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 that
    time shall be deemed to be the initial bona fide offering thereof.</li>
  <li>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.</li>
</ol>

<p>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 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.</p>

<p>Insofar as indemnification for liabilities arising under the Securities Act of 1933 may
be permitted to directors, officers and controlling persons of the registrant, 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 of 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.<b></p>

<hr>

<p>SIGNATURES</p>

<p></b>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 Hartford, and
State of Connecticut, on this 24th day of October, 2002.</p>

<blockquote>
  <blockquote>
    <blockquote>
      <blockquote>
        <blockquote>
          <blockquote>
            <blockquote>
              </font><font size="3"><p><b><font face="Arial">UNITED TECHNOLOGIES CORPORATION</font></p>
              </b><p align="left"><strong><font face="Arial">By:&nbsp; Stephen F. Page<br>
              &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; Vice Chairman and Chief Financial Officer</font></strong></p>
              </font>
            </blockquote>
          </blockquote>
        </blockquote>
      </blockquote>
    </blockquote>
  </blockquote>
</blockquote>
<font FACE="Arial" size="3">

<p>Pursuant to the requirements of the Securities Act of 1933, the Registration Statement
has been signed below by the following persons in the capacities indicated on this 24<sup>th</sup>
day of October, 2002.</font></p>

<table CELLSPACING="0" BORDER="0" CELLPADDING="7" WIDTH="631">
</table>
<font FACE="Arial" size="1"><b><div align="center"><center>

<table CELLSPACING="0" BORDER="0" CELLPADDING="7" WIDTH="624">
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3"><u>Signature</u></font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3"><u>Title</u></font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">GEORGE DAVID</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Chairman, Director and
    Chief Executive Officer</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">STEPHEN F. PAGE</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Vice Chairman, Director
    and Chief Financial Officer</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">DAVID G. NORD</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Vice President,
    Controller</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">JEAN-PIERRE GARNIER*</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">JAMIE S. GORELICK*</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">CHARLES R. LEE*</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"><strong><font FACE="Arial" size="3">RICHARD D. MCCORMICK*</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
    <b>
  </tr>
  <tr>
    </b><td WIDTH="62%" VALIGN="TOP"></td>
    <td WIDTH="38%" VALIGN="TOP"></td>
    <b>
  </tr>
  <tr>
    <td WIDTH="62%" VALIGN="TOP"></b><strong><font FACE="Arial" size="3">FRANK P. POPOFF*</font></strong></td>
    <td WIDTH="38%" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
  </tr>
</table>
</center></div><div align="center"><center>

<table CELLSPACING="0" BORDER="0" CELLPADDING="7" WIDTH="624">
  <tr>
    <td WIDTH="376" VALIGN="TOP"></td>
    <td WIDTH="227" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"><strong><font FACE="Arial" size="3">H. PATRICK SWYGERT*</font></strong></td>
    <td WIDTH="227" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"></td>
    <td WIDTH="227" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"></font><strong><font FACE="Arial" size="3">ANDRE VILLENEUVE*</font></strong></td>
    <td WIDTH="227" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"></td>
    <td WIDTH="227" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"><strong><font FACE="Arial" size="3">HAROLD A. WAGNER*</font></strong></td>
    <td WIDTH="227" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"></td>
    <td WIDTH="227" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="376" VALIGN="TOP"><strong><font FACE="Arial" size="3">SANFORD I. WEILL*</font></strong></td>
    <td WIDTH="227" VALIGN="TOP"><strong><font FACE="Arial" size="3">Director</font></strong></td>
    <b>
  </tr>
</table>
</center></div><font size="3">

<p><font face="Arial">* By:&nbsp;&nbsp;&nbsp; WILLIAM H. TRACHSEL, AS ATTORNEY-IN-FACT<br>
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; FOR THE DIRECTORS
AND OFFICERS AFTER <br>
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; WHOSE NAMES
APPEARS AN ASTERISK</font></b></p>
</font><font FACE="Arial" size="3"><b>

<p>&nbsp;</b> </p>

<p align="left">The Plan: Pursuant to the requirements of the Securities Act of 1933, the
Plan Administrator of the Hamilton Sundstrand de Puerto Rico Savings Plan has duly caused
this Registration Statement to be signed on its behalf by the undersigned, thereunto duly
authorized in the City of Hartford, State of Connecticut, on October 24, 2002.</p>

<blockquote>
  <blockquote>
    <blockquote>
      <blockquote>
        <blockquote>
          <blockquote>
            <blockquote>
              <b><p align="left"></b><strong>Hamilton Sundstrand de Puerto Rico Savings Plan</strong></p>
            </blockquote>
          </blockquote>
        </blockquote>
      </blockquote>
    </blockquote>
  </blockquote>
</blockquote>

<blockquote>
  <blockquote>
    <blockquote>
      <blockquote>
        <blockquote>
          <blockquote>
            <blockquote>
              <p align="left"><strong>Laurie P. Havanec<br>
              Director Employee Benefits and Human<br>
              Resource Systems</strong><b></p>
            </blockquote>
          </blockquote>
        </blockquote>
      </blockquote>
    </blockquote>
  </blockquote>
</blockquote>
</b></font>

<hr>

<table CELLSPACING="0" BORDER="0" CELLPADDING="7" WIDTH="679">
  <tr>
    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3"><b>EXHIBIT NO.</b></font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3"><b>EXHIBIT INDEX</b></font></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"></td>
    <td WIDTH="76%" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3">5</font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3">Opinion of Counsel as to the
    legality of the securities to be registered.</font></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"></td>
    <td WIDTH="76%" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3">15</font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3">Awareness Letter of
    PricewaterhouseCoopers LLP.</font></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"></td>
    <td WIDTH="76%" VALIGN="TOP"></td>
  </tr>
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    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3">23(a)</font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3">Consent of PricewaterhouseCoopers
    LLP.</font></td>
  </tr>
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    <td WIDTH="16%" VALIGN="TOP"></td>
    <td WIDTH="76%" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3">23(b)</font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3">The consent of counsel is
    contained in Exhibit 5.</font></td>
  </tr>
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    <td WIDTH="16%" VALIGN="TOP"></td>
    <td WIDTH="76%" VALIGN="TOP"></td>
  </tr>
  <tr>
    <td WIDTH="16%" VALIGN="TOP"><font FACE="Arial" size="3">24</font></td>
    <td WIDTH="76%" VALIGN="TOP"><font FACE="Arial" size="3">Powers of Attorney.</font></td>
  </tr>
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</html>
[{"type": "S-8", "sequence": "1", "filename": "s8-hspr.htm", "secsgml_size_bytes": 26894}]
{"company-data": {"conformed-name": "UNITED TECHNOLOGIES CORP /DE/", "cik": "0000101829", "assigned-sic": "3724", "irs-number": "060570975", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-100718", "film-number": "02797605"}, "business-address": {"street1": "UNITED TECHNOLOGIES BLDG", "street2": "ONE FINANCIAL PLZ", "city": "HARTFORD", "state": "CT", "zip": "06101", "phone": "2037287000"}, "former-company": [{"former-conformed-name": "UNITED TECHNOLOGIES CORP", "date-changed": "19841205"}, {"former-conformed-name": "UNITED TECHNOLOGIES MICROELECTRONICS CENTER", "date-changed": "19850825"}]}
S-8 HSPR
As filed with the Securities and
Exchange Commission on October 24, 2002       
Registration No. ______________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
UNITED TECHNOLOGIES CORPORATION
(Exact name of issuer as specified in its charter)
Delaware
06-0570975
(State or other
    jurisdiction of
(I.R.S. Employer
incorporation or
    organization)
Identification No.)
One Financial Plaza, Hartford, Connecticut
06101
(Address of principal executive offices, including Zip
Code)
HAMILTON SUNDSTRAND de PUERTO RICO
SAVINGS PLAN
(Full title of the Plan)
WILLIAM H. TRACHSEL, Esq.
Secretary
One Financial Plaza
Hartford, Connecticut 06101
(860) 728-7000
(Name, address and telephone number of agent for
service)
CALCULATION OF REGISTRATION FEE
Title of
    Securities to be Registered
Amount to
    be Registered
Proposed
    Maximum Offering Price (2)
Proposed
    Maximum Aggregate Offering Price
Amount of
    Registration Fee
Common
    Stock, Par value $5.00 per share (1)
500,000
(3)
$58.15
$
29,075,000
$
2,675
(1) Includes pursuant to
        Rule 416(c) under the Securities Act of 1933, as amended ("1933 Act"), an
        indeterminate amount of plan interests.
(2) Estimated solely for the purpose of calculating the registration fee, based in
        accordance with Rule 457(h) under the 1933 Act on the average of the high and low prices
        reported on the New York Stock Exchange, Inc. on October 17, 2002.
(3) Pursuant to Rule 416(a) under the 1933 Act, the number of shares registered
        hereunder includes such additional number of shares of Common Stock as are required to
        prevent dilution resulting from stock splits, stock dividends or similar transaction that
        results in an increase in the number of outstanding shares of Common Stock.
The Hamilton Sundstrand de Puerto Rico Savings Plan
        (the "Plan") provides certain eligible employees of Hamilton Sundstrand de
        Puerto Rico, Inc. with the opportunity to participate in a payroll deduction tax
        advantaged savings program and to receive the benefit of matching employer contributions.
        The Plan offers several alternatives for participants to direct the investment of employee
        and company contributions. This Registration Statement is filed for the purpose of
        providing the opportunity to invest in the Common Stock of United Technologies
        Corporation, the parent Corporation to Hamilton Sundstrand Corporation and Hamilton
        Sundstrand de Puerto Rico, Inc.
PART II
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE
The following documents are hereby incorporated by reference:
the Annual Report on Form 10-K of United Technologies Corporation (the
      "Corporation") filed with the Securities and Exchange Commission (the
      "Commission") for the year ended December 31, 2001;
the Quarterly Reports on Form 10-Q of the Corporation filed with the Commission for
      the quarters ended March 31, 2002, June 30, 2002 and September 30, 2002;
all other reports filed by the Corporation with the Commission pursuant to Section
      13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended (the
      "Exchange Act") since the end of the period covered by the most recent Annual
      Report on Form 10-Q referred to in (1) above;
the description of the shares of the Corporation's common stock contained in
      the Corporation's Registration Statement on Form 8-A, dated January 25, 2002, filed
      with the Commission pursuant to Section 12 of the Securities Exchange Act of 1934, as
      amended (the "Exchange Act"), including any amendment or report subsequently
      filed for the purpose of updating that description; and
the Annual Report on Form 11-K for the Hamilton Sundstrand de Puerto Rico Savings
      Plan (the "Plan") for the year ended December 31, 2001.
All documents subsequently filed by the Corporation or the Hamilton Sundstrand
Plan pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, 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 subsequently filed document which also 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.
ITEM 4. DESCRIPTION OF SECURITIES
The securities registered hereby are (i) participation interests in the Hamilton
Sundstrand Plan and (ii) shares of Common Stock, $5.00 par value, of the Corporation, in
each case to be offered under the Hamilton Sundstrand Plan.
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL
EXPERTS AND COUNSEL
The legality of the securities offered pursuant to this Registration Statement has
been passed on by Richard M. Kaplan, Esq. Mr. Kaplan, Associate General Counsel of the
Corporation, is a shareowner of Common Stock.
INDEPENDENT AUDITORS
The financial statements incorporated by reference to the Annual Report on Form
10-K of the Corporation for the year ended December 31, 2001 and the financial statements
incorporated by reference to the Annual Report on Form 11-K of the Hamilton Sundstrand de
Puerto Rico Savings Plan for the year ended December 31, 2001have been so incorporated in
reliance on the reports of PricewaterhouseCoopers LLP, independent auditors, given on the
authority of said firm as experts in auditing and accounting.
With respect to the unaudited financial information of United Technologies
Corporation for the three-month period ended March 31, 2002, the six-month period ended
June 30, 2002 and the nine-month period ended September 30, 2002, incorporated by
reference in this Form S-8, PricewaterhouseCoopers LLP reported that they have applied
limited procedures in accordance with professional standards for a review of such
information.  However, their separate reports dated April 17, 2002, July 17, 2002 and
October 17, 2002 incorporated by reference, state that they did not audit and they do not
express an opinion on such unaudited financial information.  Accordingly, the degree
of reliance on their reports on such information should be restricted in light of the
limited nature of the review procedures applied.
PricewaterhouseCoopers LLP is not subject to the liability provisions of Section
11 of the Securities Act of 1933 for their reports on the unaudited financial information
because such reports are not a "report" or a "part" of the
registration statement prepared or certified by PricewaterhouseCoopers LLP within the
meaning of Sections 7 and 11 of the Act.
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS
Pursuant to Section 102 of the General Corporation Law of Delaware, the Corporation has
adopted a provision in its Certificate of Incorporation eliminating the personal liability
of its directors for monetary damages to the Corporation and its stockholders for any
breach of their fiduciary duties as directors of the Corporation, except for their
liability due to (1) breach of loyalty to the Corporation, (2) acts or omissions not in
good faith or which involve intentional misconduct or a knowing violation of law, (3) any
transaction from which the director derived an improper personal benefit or (4) any
payment of unlawful dividends or an unlawful stock repurchase or redemption.
Section 145 of the Delaware General Corporation Law permits a Delaware corporation to
indemnify any person who is or was a party to any actual or threatened legal action,
whether criminal, civil, administrative or investigative because of his or her service as
an officer, director or agent of the corporation against expenses, judgments, fines and
settlement payments reasonably and actually incurred by him or her in connection with such
proceeding, if he acted in good faith and in a manner he or she reasonably believed to be
in or not opposed to the best interests of the corporation and, with respect to any
criminal action or proceeding, had no reasonable cause to believe was unlawful, except
that, with respect to any legal action by or in the right of the corporation itself, an
officer, director or agent of the corporation only is entitled to indemnification for
expenses actually and reasonably incurred. Section 7.5 of the Corporation's Bylaws
provides that the Corporation shall indemnify its officers, directors, employees,
fiduciaries and agents (and their heirs and legal representatives) to the full extent
permitted by Delaware law.
ITEM 8. EXHIBITS
See Exhibit Index
Hamilton Sundstrand Corporation previously received a letter that the Hamilton
Sundstrand Plan is a qualified plan under the Puerto Rico Income Tax Act. The Corporation
hereby undertakes to submit any amendments to the Hamilton Sundstrand Plan to the
appropriate tax authorities in Puerto Rico in a timely manner and will make all changes
required under the Puerto Rico Tax Act in order to maintain the tax qualification of the
Hamilton Sundstrand Plan.
ITEM 9. UNDERTAKINGS
The undersigned registrant hereby undertakes:
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; and
(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 information
  required to be included in a post-effective amendment by those paragraphs is contained in
  periodic reports filed with or furnished to the Commission 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.
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 that
    time shall be deemed to be the initial bona fide offering thereof.
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.
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 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.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may
be permitted to directors, officers and controlling persons of the registrant, 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 of 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
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 Hartford, and
State of Connecticut, on this 24th day of October, 2002.
UNITED TECHNOLOGIES CORPORATION
By:  Stephen F. Page
Vice Chairman and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, the Registration Statement
has been signed below by the following persons in the capacities indicated on this 24
th
day of October, 2002.
Signature
Title
GEORGE DAVID
Chairman, Director and
    Chief Executive Officer
STEPHEN F. PAGE
Vice Chairman, Director
    and Chief Financial Officer
DAVID G. NORD
Vice President,
    Controller
JEAN-PIERRE GARNIER*
Director
JAMIE S. GORELICK*
Director
CHARLES R. LEE*
Director
RICHARD D. MCCORMICK*
Director
FRANK P. POPOFF*
Director
H. PATRICK SWYGERT*
Director
ANDRE VILLENEUVE*
Director
HAROLD A. WAGNER*
Director
SANFORD I. WEILL*
Director
* By:    WILLIAM H. TRACHSEL, AS ATTORNEY-IN-FACT
FOR THE DIRECTORS
AND OFFICERS AFTER
WHOSE NAMES
APPEARS AN ASTERISK
The Plan: Pursuant to the requirements of the Securities Act of 1933, the
Plan Administrator of the Hamilton Sundstrand de Puerto Rico Savings Plan has duly caused
this Registration Statement to be signed on its behalf by the undersigned, thereunto duly
authorized in the City of Hartford, State of Connecticut, on October 24, 2002.
Hamilton Sundstrand de Puerto Rico Savings Plan
Laurie P. Havanec
Director Employee Benefits and Human
Resource Systems
EXHIBIT NO.
EXHIBIT INDEX
5
Opinion of Counsel as to the
    legality of the securities to be registered.
15
Awareness Letter of
    PricewaterhouseCoopers LLP.
23(a)
Consent of PricewaterhouseCoopers
    LLP.
23(b)
The consent of counsel is
    contained in Exhibit 5.
24
Powers of Attorney.