-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H71dijfuhvkgyw5Qolhz9A3BocZgBtkwW8OGtse6c3/turtFRDGvo8usdhLbufsP xsVcdxaQ1NxuhrOW0w4QcA== 0000009749-97-000073.txt : 19970311 0000009749-97-000073.hdr.sgml : 19970311 ACCESSION NUMBER: 0000009749-97-000073 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970310 SROS: AMEX SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED TECHNOLOGIES CORP /DE/ CENTRAL INDEX KEY: 0000101829 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] IRS NUMBER: 060570975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-06231 FILM NUMBER: 97553317 BUSINESS ADDRESS: STREET 1: UNITED TECHNOLOGIES BLDG STREET 2: ONE FINANCIAL PLZ CITY: HARTFORD STATE: CT ZIP: 06101 BUSINESS PHONE: 2037287000 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES MICROELECTRONICS CENTER DATE OF NAME CHANGE: 19850825 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TECHNOLOGIES CORP DATE OF NAME CHANGE: 19841205 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANKERS TRUST NEW YORK CORP CENTRAL INDEX KEY: 0000009749 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 136180473 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 280 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2122502500 MAIL ADDRESS: STREET 1: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: BT NEW YORK CORP DATE OF NAME CHANGE: 19671107 SC 13G/A 1 UNITED TECHNOLOGIES 13G FILING BANKERS TRUST NEW YORK CORPORATION One Bankers Trust Plaza New York, New York 10006 Linda L. Assali Mailing Address: Vice President BT Services Tennessee, Inc. Telephone: 615-835-2901 648 Grassmere Park Nashville, TN 37211 March 10, 1997 Securities and Exchange Commission SEC Document Control 450 Fifth Street, N.W. Washington, DC 20549 Attn: Filing Desk Dear Sirs: Re: Filing of Schedule 13G on United Technologies Corporation Pursuant to Rule 13d-1 of the General Rules and Regulations under the Securities Exchange Act of 1934, the following is one copy of the Schedule 13G with respect to the common stock of the above referenced corporation. Please acknowledge your receipt of the Schedule 13G filing submission through the EDGAR-Link System software, by E-Mail confirmation. Sincerely, Linda Assali Enclosures SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* United Technologies Corporation _______________________________________ NAME OF ISSUER: Common Stock (Par Value $5.00) _______________________________________ TITLE OF CLASS OF SECURITIES 913017109 _______________________________________ CUSIP NUMBER Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) Page 1 of 9 Pages CUSIP No. 913017109 Page 2 of 9 Pages 1.NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bankers Trust New York Corporation and Its Wholly Owned Subsidiary, Bankers Trust Company, as Trustee for various employee benefit plans, and investment advisor, and its indirectly wholly owned subsidiary BT Securities, Inc. 13-6180473 2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [X] 3.SEC USE ONLY 4.CITIZENSHIP OR PLACE OF ORGANIZATION Both Bankers Trust New York Corporation and Bankers Trust Company,and BT Securities, Inc. are New York Corporations. NUMBER OF 5. SOLE VOTING POWER SHARES Bankers Trust Company 4,341,164 shares BT Securities, Inc. 100 shares 4,341,264 shares BENEFICIALLY 6. SHARED VOTING POWER OWNED BY Bankers Trust Company 12,800 shares BT Securities, Inc. 0 shares 12,800 shares EACH 7. SOLE DISPOSITIVE POWER REPORTING Bankers Trust Company 9,896,610 shares BT Securities, Inc. 100 shares 9,896,710 shares CUSIP No. 913017109 Page 3 of 9 Pages PERSON 8. SHARED DISPOSITIVE POWER WITH Bankers Trust Company 18,000 shares BT Securities, Inc. 0 shares 18,000 shares 9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON Bankers Trust Company 9,914,610 shares BT Securities, Inc. 100 shares 9,914,710 shares 10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES * [X] 11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 Bankers Trust Company 4.1% BT Securities, Inc. 0.0% 4.1% 12.TYPE OF REPORTING PERSON * Bankers Trust New York Corporation - HC Bankers Trust Company - BK BT Securities, Inc. - IC CUSIP No. 913017109 Page 4 of 9 Pages DISCLAIMER OF BENEFICIAL OWNERSHIP THE FILING OF THIS SCHEDULE G STATEMENT SHALL NOT BE CONSTRUED AS AN ADMISSION THAT BANKERS TRUST NEW YORK CORPORATION, BANKERS TRUST COMPANY, AS TRUSTEE (THE "BANK"), OR BT SECURITIES, INC. IS, FOR THE PURPOSE OF SECTION 13(g) OF THE SECURITIES AND EXCHANGE ACT OF 1934, OR FOR ANY OTHER PURPOSE, THE BENEFICIAL OWNER OF THE SECURITIES SET FORTH IN ITEM 4(a)(ii) HEREOF. Item 1(a) NAME OF ISSUER: United Technologies Corp. Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: United Technologies Building Hartford, CT 06101-2670 Item 2(a) NAME OF PERSON FILING: Bankers Trust New York Corporation, its wholly- owned subsidiary, Bankers Trust Company, as Trustee for various trusts and employee benefit plans, and investment advisor, and its wholly-owned subsidiary BT Securities, Inc. Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE: 280 Park Avenue New York, New York 10017 Item 2(c) CITIZENSHIP: Bankers Trust New York Corporation, Bankers Trust Company, as Trustee for various trusts and employee benefit plans, and investment advisor, and BT Securities, Inc. are corporations incorporated in the State of New York with their principal business offices located in New York CUSIP No. 913017109 Page 5 of 9 Pages Item 2(d) TITLE OF CLASS OF SECURITIES: Common Stock ($5.00 par) of United Technologies Corp. Item 2(e) CUSIP NUMBER: 913017109 Item 3 THE PERSON FILING IS A: For Bankers Trust New York Corporation, (g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G) For Bankers Trust Company, (b) [X] Bank as defined in section 3(a)(6) of the Act. For BT Securities, Inc. (a) [X] Broker or dealer registered under Section 15 of the Act. Item 4 OWNERSHIP: (a) Amount Beneficially Owned: As of December 31, 1996 (i) Bankers Trust Company 9,914,610 shares BT Securities, Inc. 100 shares 9,914,710 shares CUSIP No. 913017109 Page 6 of 9 Pages (ii) Bankers Trust Company was also the record owner of 34,376,299 shares(*) held for as Trustee of the United Technologies Corp Employee Savings Plan (the "Plan") with respect to which the bank disclaims beneficial ownership. The Plan states that each Plan participant shall have the right to direct the manner in which shares of common stock shall be voted at all stockholders' meetings. The Department of Labor has expressed the view that, under certain circumstances, ERISA may require the Trustee to vote shares which are not allocated to participants' accounts and unvoted shares. Since, in the view of the Bank and Bankers Trust New York Corporation, such voting power is merely a residual power based upon the occurrence of an unlikely contingency and is not a sole or shared power to vote the securities, the Bank and Bankers Trust New York Corporation hereby disclaim beneficial ownership of such securities. (b) PERCENT OF CLASS: The common stock described in Item 4(a) above as to which Bankers Trust New York Corporation Bankers Trust Company and BT Securities, Inc. acknowledges beneficial ownership constitutes of the following: Bankers Trust Company 4.1% BT Securities, Inc. 0.0% 4.1% The common stock as to which Bankers Trust New York Corporation and Bankers Trust Company _________________________ (*) This balance includes 28,907,694 shares of common stock which the Plan participants may acquire through the conversion of all outstanding Series A ESOP Convertible Preferred stock held by the Plan, at the December 31, 1996 conversion ratio of 1-to-2. CUSIP No. 913017109 Page 7 of 9 Pages disclaims beneficial ownership constitutes 14.1% of the Issuers outstanding Common Stock. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote - Bankers Trust Company 4,341,164 shares BT Securities, Inc. 100 shares 4,341,264 shares (ii) shared power to vote or to direct the vote - Bankers Trust Company 12,800 shares BT Securities, Inc. 0 shares 12,800 shares (iii)sole power to dispose or to direct the disposition of - Bankers Trust Company 9,896,610 shares BT Securities, Inc. 100 shares 9,896,710 shares (iv) shared power to dispose or to direct the disposition of - Bankers Trust Company 18,000 shares BT Securities, Inc. 0 shares 18,000 shares Item 5 OWNERSHIP OF FIVE PERCENT OF LESS OF A CLASS: Not applicable. CUSIP No. 913017109 Page 8 of 9 Pages Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: The Issuer's Plan and various trusts, and employee benefit plans for which the Bank serves as Trustee, and accounts for which the Bank serves as investment advisor, have the right to receive and/or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: See Item 3 above. Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not applicable. Item 9 NOTICE OF DISSOLUTION OF GROUP: Not applicable. Item 10 CERTIFICATION: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. CUSIP No. 913017109 Page 9 of 9 Pages SIGNATURE: After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: As of December 31, 1996 Signature: Bankers Trust New York Corporation By: /s/James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary Signature: Bankers Trust Company, as Trustee for various employee benefit plans. By: /s/James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary Signature: BT Securities, Inc. By: /s/James T. Byrne, Jr. Name: James T. Byrne, Jr. Title: Secretary EXHIBIT TO ITEM 7 The chain of ownership from Bankers Trust New York Corporation to Bankers Trust Company and BT Securities is shown below: Bankers Trust New York Corporation | . | | 100% 100% | | Bankers Trust Company BT Securities, Inc. -----END PRIVACY-ENHANCED MESSAGE-----