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HONEYWELL INTERNATIONAL INC (HON)
10-K
Annual report pursuant to section 13 and 15(d)
Filed on 02/16/2007
Filed Period 12/31/2006

Table of contents

  • Page 1
    HONEYWELL INTERNATIONAL INC (HON) 10-K Annual report pursuant to section 13 and 15(d) Filed on 02/16/2007 Filed Period 12/31/2006

  • Page 2
    ....) 07962 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (973)455-2000 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered Common Stock, par value $1 per share* Zero Coupon...

  • Page 3
    ...The aggregate market value of the voting stock held by nonaffiliates of the Registrant was approximately $33.0 billion at June 30, 2006. There were 799,927,635 shares of Common Stock outstanding at January 31, 2007. Documents Incorporated by Reference Part III: Proxy Statement for Annual Meeting of...

  • Page 4
    ... and Procedures 9B. Other Information 10. Directors and Executive Officers of the Registrant 11. Executive Compensation 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 13. Certain Relationships and Related Transactions 14. Principal Accounting Fees...

  • Page 5
    ..., New Jersey 07962, c/o Vice President and Corporate Secretary. Honeywell's Code of Business Conduct applies to all Honeywell directors, officers (including the Chief Executive Officer, Chief Financial Officer and Controller) and employees. The certifications of our Chief Executive Officer and Chief...

  • Page 6
    ... HTF 7000 turbofan T53, T55 turboshaft T800 turboshaft TF40B/50A HTS9000 LT101-650/750/850 HTF5000 AGT1500 turboshaft Repair, overhaul and spare parts Business, regional, general aviation and military trainer aircraft Commercial and military helicopters Military vehicles United Technologies Rolls...

  • Page 7
    ...control systems Air management systems: Air conditioning Commercial, regional and general aviation aircraft Military aircraft Auxilec Barber Colman Dukes Bleed air Ground vehicles Cabin pressure control Spacecraft Air purification and treatment Gas Processing Heat Exchangers Turbo Systems Repair...

  • Page 8
    ..., components, lighting products, terminals, and wire and wiring accessories Seals, including seals, o-rings, gaskets and packings Commercial, regional, business and military aviation aircraft Anixter Arrow Pemco Avnet BE Aerospace (M&M Aerospace) Fairchild Direct Value-added services, repair and...

  • Page 9
    ...detection and monitoring Mission management systems Tactical data management systems Major Customers/Uses Key Competitors Aircraft and Obstruction lighting Inset lights Regulators Tower and obstruction lights Interior and exterior aircraft lighting Commercial, regional, business, helicopter and...

  • Page 10
    ... altimeters Pressure products Air data products Thermal switches Magnetic sensors Military aircraft Missiles, UAVs Commercial applications Ball Brothers BAE Druck Goodrich NavCom Northrop Grumman Rosemount Solarton Space products and subsystems Guidance subsystems Control subsystems Processing...

  • Page 11
    ... processors Medical equipment Heat treat processors Computer and business equipment manufacturers Security and life safety products and services Security products and systems Fire products and systems Access controls and closed circuit television Home health monitoring and nurse call systems Gas...

  • Page 12
    ... Production management software Communications systems for Industrial Control equipment and systems Consulting, networking engineering and installation Process control instrumentation Field instrumentation Analytical instrumentation Recorders Controllers Critical environment control solutions...

  • Page 13
    ...Trane Thorn United Technologies Building information services Utilities Airport lighting and systems, visual docking guidance systems Large global corporations Public school systems Universities Local governments Public housing agencies Airports Specialty Materials Resins & chemicals Nylon polymer...

  • Page 14
    ... by product type Atotech BASF DSM Advanced fibers & composites High modulus polyethylene fiber and shield composites Aramid shield composites Bullet resistant vests, helmets and other armor applications Cut-resistant gloves DuPont DSM Teijin Rope & cordage Specialty films Cast nylon film Bi...

  • Page 15
    Product/Service Classes Electronic chemicals Major Products/Services Ultra high-purity HF Inorganic acids Hi-purity solvents Major Customers/Uses Semiconductors Key Competitors Air Products Arch E. Merck Semiconductor materials and services Interconnect-dielectrics Interconnect-metals ...

  • Page 16
    ... distributors and dealers Behr Modine Valeo Aftermarket filters, spark plugs, electronic components and car care products Oil, air, fuel, transmission and coolant filters PCV valves Spark plugs Wire and cable Antifreeze/coolant Windshield washer fluids Waxes, washes and specialty cleaners...

  • Page 17
    ... of services accounted for 55 percent of total 2006 sales of Automation and Control Solutions. The principal manufacturing facilities outside the U.S. are in Europe with less significant operations in Asia, Canada and Latin America. Approximately 25 percent of total 2006 sales of Specialty Materials...

  • Page 18
    ...Systems products. Foreign manufactured products accounted for 63 percent of total 2006 sales of Transportation Systems. The principal manufacturing facilities outside the U.S. are in Europe, with less significant operations in Asia, Latin America and Canada. Financial information including net sales...

  • Page 19
    ... and processes and the development of new uses for existing products. The Company has research and development activities in the U.S., Europe, India and China. Research and development (R&D) expense totaled $1,411, $1,072 and $917 million in 2006, 2005 and 2004, respectively. The increase in...

  • Page 20
    ... actions or pandemic health issues could dramatically reduce both the demand for air travel and our Aerospace aftermarket sales and margins. The operating results of our Automation and Control Solutions (ACS) segment, which generated 35 percent of our consolidated revenues in 2006, are impacted by...

  • Page 21
    ... in phenol) and natural gas), Transportation Systems (nickel and steel) and Aerospace (nickel, titanium and other metals) segments. Our inability to offset material price inflation through increased prices to customers, long-term fixed price contracts with suppliers, productivity actions or through...

  • Page 22
    ... negatively impact our access to the public debt and equity markets. A change in the level of U.S. Government defense and space funding or the mix of programs to which such funding is allocated could adversely impact sales of Aerospace's defense and space-related product and services. Sales of our...

  • Page 23
    ...substantial amounts claimed) arising out of the conduct of our business, including matters relating to commercial transactions, government contracts, product liability (including asbestos), prior acquisitions and divestitures, employment, employee benefits plans, and environmental, health and safety...

  • Page 24
    ... Not Applicable Item 2. Properties We have approximately 1,300 locations consisting of plants, research laboratories, sales offices and other facilities. Our headquarters and administrative complex is located at Morris Township, New Jersey. Our plants are generally located to serve large marketing...

  • Page 25
    ..., AL Metropolis, IL Baton Rouge, LA Specialty Materials Geismar, LA Pottsville, PA Orange, TX Chesterfield, VA Transportation Systems Thaon-Les-Vosges, France Glinde, Germany Stratford, Canada Item 3. Legal Proceedings We are subject to a number of lawsuits, investigations and claims (some of...

  • Page 26
    ...2006 with respect to various air permitting compliance matters at one of its facilities located in Phoenix, Arizona. Honeywell believes it has taken appropriate corrective and preventive actions to address the concerns raised by the County. The State of Illinois has brought a claim against Honeywell...

  • Page 27
    ...General Manager of Engine Systems & Accessories from September 2001 to December 2004. President and Chief Executive Officer Specialty Materials since November 2001. President and Chief Executive Officer Automation and Control Solutions since January 2004. President of Automation and Control Products...

  • Page 28
    ... its previously reported $3 billion authorized share repurchase program. Honeywell purchased a total of 45,440,000 shares of common stock in 2006: Issuer Purchases of Equity Securities (a) (b) (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Approximate Dollar...

  • Page 29
    ... non-aerospace businesses conducted by Honeywell and their contribution to our overall segment profits. The annual changes for the five-year period shown in the graph are based on the assumption that $100 had been invested in Honeywell stock and each index on December 31, 2001 and that all dividends...

  • Page 30
    ... in net sales in 2006 and 2005 is attributable to the following: 2006 Versus 2005 2005 Versus 2004 Acquisitions Divestitures Price Volume Foreign Exchange 7% (1) 1 6 - 13 % 5% (2) 1 4 - 8% A discussion of net sales by reportable segment can be found in the Review of Business Segments section...

  • Page 31

  • Page 32
    ... in Automation and Control Solutions (ACS) and Specialty Materials as a result of acquisitions. A reduction of repositioning and pension costs of 0.2 percentage points offset the 0.2 percentage point increase for expenses of $77 million relating to stock-based compensation expense following the...

  • Page 33
    ...foreign earnings under the American Jobs Creation Act of 2004, offset, in part, by $64 million of tax benefits associated with the 2005 sale of our Industrial Wax business which had a higher tax basis than book basis. In addition, in 2006, there were benefits recognized from the favorable resolution...

  • Page 34
    ... processes; • Proactively managing raw material cost increases with formula price agreements, price increases and hedging activities, where feasible; • Driving free cash flow through increased net income and effective working capital management enabling continued investment in our businesses...

  • Page 35
    ... and surveillance systems, aircraft lighting, management and technical services, advanced systems and instruments, aircraft wheels and brakes and repair and overhaul services. Aerospace sells its products to original equipment (OE) manufacturers in the air transport, regional, business and general...

  • Page 36

  • Page 37
    ...flying hours. Aerospace sales by major customer end-markets were as follows: % of Aerospace Sales % Change in Sales 2006 Versus 2005 2005 Versus 2004 Customer End-Markets 2006 2005 2004 Commercial: Air transport and regional original equipment Air transport and regional aftermarket Business and...

  • Page 38

  • Page 39
    ... advanced software applications for home/building control and optimization; sensors, switches, control systems and instruments for measuring pressure, air flow, temperature and electrical current; security, fire and gas detection; access control; video surveillance; remote patient monitoring systems...

  • Page 40
    ... sales growth in ACS products businesses increased by 8 percent in 2006 compared to 2005, primarily due to strong customer demand for new products in our security and life safety products and increased sales to customers in emerging markets for environmental, combustion, sensing and control products...

  • Page 41
    .... Our Resins and Chemicals business was also negatively impacted by a partial facility outage in the second half of 2006. Specialty Products organic sales increased by 10 percent due to higher sales to our customers in the semiconductor industry and increased sales of our specialty additives and our...

  • Page 42
    ... charge-air and thermal systems; car care products including anti-freeze (Prestone(R)), filters (Fram(R)), spark plugs (Autolite(R)), and cleaners, waxes and additives (Holts(R)); and brake hard parts and other friction materials (Bendix(R) and Jurid(R)). Transportation Systems sells its products to...

  • Page 43
    ... prices, offset by the impact of our exit in late 2005 from the North American Friction Materials OE business. Transportation Systems segment profit increased by 3 percent in 2006 compared with 2005 due primarily to increased Turbo Technologies volume and productivity savings including the benefits...

  • Page 44
    Other - $10 - $96 (10) $ (5) 30

  • Page 45
    ... severance at our Aerospace, Transportation Systems and Specialty Materials reportable segments, were returned to income in 2006 due mainly to changes in the scope of previously announced severance programs and due to fewer employee separations than originally planned associated with prior Aerospace...

  • Page 46
    ... amounts previously paid to an outside service provider as part of an outsourcing arrangement which were refunded to Honeywell. In 2004, we recognized repositioning charges totaling $116 million primarily for severance costs related to workforce reductions of 2,272 manufacturing and administrative...

  • Page 47
    ... property, plant and equipment held and used in our Specialty Materials reportable segment. We also recognized other charges of $18 million principally related to the modification of a lease agreement for the Corporate headquarters facility ($10 million) and for various legal settlements ($7 million...

  • Page 48
    ... relating to raw material pricing in Specialty Materials, partially offset by increased working capital usage (accounts and other receivables (net of tax receivables), inventory and accounts payable) of $263 million (including proceeds of $58 million from the sale of a long-term receivable), higher...

  • Page 49
    ... liquidity is our ability to issue short-term debt in the commercial paper market. Commercial paper notes are sold at a discount and have a maturity of not more than 270 days from date of issuance. Borrowings under the commercial paper program are available for general corporate purposes as well as...

  • Page 50
    ...market conditions and the level of other investing activities. • Dividends-we expect to pay approximately $800 million in dividends on our common stock in 2007, reflecting the 10 percent increase in the dividend rate announced by Honeywell's Board of Directors in December 2006. • Asbestos claims...

  • Page 51
    ... estimates of asbestos related cash payments for NARCO and Bendix. NARCO estimated payments are based on the terms and conditions, including evidentiary requirements, specified in the definitive agreements or agreements in principle and pursuant to Trust Distribution Procedures. Bendix payments are...

  • Page 52
    ... predecessor companies, we, like other companies engaged in similar businesses, have incurred remedial response and voluntary cleanup costs for site contamination and are a party to lawsuits and claims associated with environmental and safety matters, including past production of products containing...

  • Page 53
    ... trading or other speculative purposes and do not use leveraged derivative financial instruments. A summary of our accounting policies for derivative financial instruments is included in Note 1 to the financial statements. We conduct our business on a multinational basis in a wide variety of foreign...

  • Page 54
    ...Dollars in millions) December 31, 2006 Interest Rate Sensitive Instruments Long-term debt (including current maturities) Interest rate swap agreements Foreign Exchange Rate Sensitive Instruments Foreign currency exchange contracts(2) Commodity Price Sensitive Instruments Forward commodity contracts...

  • Page 55
    ... coverage due to insurance company insolvencies, certain uninsured periods and insurance settlements, resulting in approximately 50 percent of these claims on a cumulative historical basis being reimbursable by insurance. Our insurance is with both the domestic insurance market and the London excess...

  • Page 56
    ...a discussion of management's judgments applied in the recognition and measurement of insurance recoveries for asbestos related liabilities. Defined Benefit Pension Plans-We maintain defined benefit pension plans covering a majority of our employees and retirees. For financial reporting purposes, net...

  • Page 57
    ... deciding when to perform an impairment review are as follows: • significant under-performance (i.e., declines in sales, earnings or cash flows) of a business or product line in relation to expectations; • annual operating plans or five-year strategic plans that indicate an unfavorable trend in...

  • Page 58
    ... our reporting units is estimated utilizing a discounted cash flow approach incorporating historic and projected future operating performance. This impairment test involves the use of accounting estimates and assumptions, changes in which could materially impact our financial condition or operating...

  • Page 59
    ... and Control Solutions, Aerospace and Specialty Materials reportable segments. These long-term contracts are measured on the cost-to-cost basis for engineering-type contracts and the units-of-delivery basis for production-type contracts. Accounting for these contracts involves management judgment...

  • Page 60
    ... and Supplementary Data HONEYWELL INTERNATIONAL INC. CONSOLIDATED STATEMENT OF OPERATIONS Years Ended December 31, 2006 2005 2004 (Dollars in millions, except per share amounts) Product sales Service sales Net sales Costs, expenses and other Cost of products sold Cost of services sold $25,165...

  • Page 61
    ... Accounts, notes and other receivables Inventories Deferred income taxes Other current assets Assets held for disposal Total current assets Investments and long-term receivables Property, plant and equipment-net Goodwill Other intangible assets-net Insurance recoveries for asbestos related...

  • Page 62

  • Page 63
    ..., plant and equipment Proceeds from investments Increase in investments Cash paid for acquisitions, net of cash acquired Proceeds from sales of businesses, net of fees paid Net cash (used for) investing activities Cash flows from financing activities: Net (decrease)/increase in commercial paper...

  • Page 64

  • Page 65
    ... exchange translation adjustments Minimum pension liability adjustment Change in fair value of effective cash flow hedges Other Comprehensive Income (Loss) Common stock issued for employee savings and option plans (including related tax benefits of $19) Repurchases of common stock Cash dividends...

  • Page 66
    The Notes to Financial Statements are an integral part of this statement. 48

  • Page 67
    ... principles generally accepted in the United States of America. The following is a description of the significant accounting policies of Honeywell International Inc. Principles of Consolidation-The consolidated financial statements include the accounts of Honeywell International Inc. and all of its...

  • Page 68
    ... or as services are rendered. Sales under long-term contracts in the Aerospace, Automation and Control Solutions and Specialty Materials reportable segments are recorded on a percentage-ofcompletion method measured on the cost-to-cost basis for engineering-type contracts and the units-of-delivery...

  • Page 69
    ...to our insurance programs and our consideration of the impacts of any settlements with our insurers. Aerospace Sales Incentives-The Company provides sales incentives to commercial aircraft manufacturers and airlines in connection with their selection of our aircraft wheel and braking system hardware...

  • Page 70
    ... per share of options granted during the year(1) Assumptions: Expected annual dividend yield Expected volatility Risk-free rate of return Expected option term (years) $ 10.67 2.4% 34.8% 3.7% 5.0 $ 10.97 2.1% 37.9% 3.3% 5.0 (1) Estimated on date of grant using Black-Scholes option-pricing model...

  • Page 71

  • Page 72
    ...Transfers of Financial Instruments-Sales, transfers and securitization of financial instruments are accounted for under Statement of Financial Accounting Standards No. 140, "Accounting for Transfers and Servicing... on review by tax authorities. In the normal course of business, the Company and its...

  • Page 73
    ... November 15, 2007. The Company is currently assessing the impact of SFAS No. 157 on its consolidated financial position and results of operations. In September 2006, the FASB issued SFAS No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans" (SFAS No. 158). SFAS...

  • Page 74
    ... Solutions segment and were not material to the consolidated financial statements. During the year the Company completed the sales of the First Technology Safety & Analysis business for $93 million and First Technology Automotive for $90 million which were accounted for as part of the purchase price...

  • Page 75
    ... been included into the Specialty Materials segment. Prior to that date, UOP results for the 50 percent share that the Company owned was included in equity income of affiliated companies. On March 31, 2005, the Company purchased 100% of the issued and ordinary preference share capital of NOVAR plc...

  • Page 76
    ...Aerospace, Transportation Systems and Specialty Materials reportable segments were returned to income in 2006 due mainly to changes in the scope of previously announced severance programs and due to fewer employee separations than originally planned associated with prior Aerospace severance programs...

  • Page 77
    primarily for severance at our Corporate, Specialty Materials and Automation and Control Solutions reportable segments were returned to income in 2005. The reversal of severance liabilities related to changes in the scope of previously announced severance programs, excise taxes 57

  • Page 78
    ...a plea agreement related to an environmental matter at our Baton Rouge, LA facility. See Note 21 for discussion of these matters. We recognized impairment charges of $12 million related to the write-down of property, plant and equipment held for sale in our Specialty Materials reportable segment. We...

  • Page 79

  • Page 80
    ... equipment of our Performance Fibers business in our Specialty Materials reportable segment. This business was sold in December 2004. We also recognized other charges of $33 million consisting of $29 million for various legal settlements including property damage claims in our Automation and Control...

  • Page 81
    59

  • Page 82
    ... Nondeductible amortization State income taxes (1) Tax benefits on export sales ESOP dividend tax benefit Tax credits Equity income Repatriation expense related to American Jobs Creation Act of 2004 Audit Settlements All other items-net 35.0% (4.0) - - 1.7 (1.9) (.7) (.7) - - (2.9) (.8) 25...

  • Page 83

  • Page 84
    ... earnings under the American Jobs Creation Act of 2004 (the "Act"), offset, in part, by $64 million of tax benefits associated with the 2005 sale of our Industrial Wax business which had a higher tax basis than book basis. In addition, in 2006, there were benefits recognized from the favorable...

  • Page 85
    ... earnings, of which $2.2 billion received the benefit under the Act, with an income tax provision of $155 million. No additional amounts were repatriated under the Act in 2006. Note 7-Earnings (Loss) Per Share The following table sets forth the computations of basic and diluted earnings (loss) per...

  • Page 86
    ... and 2004, the diluted earnings per share calculation excludes the effect of stock options when the options' exercise prices exceed the average market price of the common shares during the period. In 2006, 2005 and 2004, the number of stock options not included in the computation were 22,749,056, 17...

  • Page 87

  • Page 88
    ...terms of the customer contracts to which they relate. Note 11-Property, Plant and Equipment December 31, 2006 2005 Land and improvements Machinery and equipment... 31, 2006 Acquisitions Divestitures Aerospace Automation and Control Solutions Specialty Materials Transportation Systems $ 1,723...

  • Page 89
    ... December 31, 2006 2005 Compensation, benefit and other employee related Customer advances and deferred income Income taxes Environmental costs Asbestos related liabilities Product warranties and performance guarantees Restructuring Other taxes (payroll, sales, VAT etc.) Insurance Accrued interest...

  • Page 90

  • Page 91
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Note 14-Long-term Debt and Credit Agreements December 31, 2006 2005 85⁄8% debentures due 2006 5.25% notes due 2006 51⁄8% notes due 2006 7.0% notes due 2007 71⁄8% notes due ...

  • Page 92

  • Page 93
    ... its commitment to lend additional funds or issue letters of credit under the agreement if any person or group acquires beneficial ownership of 30 percent or more of our voting stock, or, during any 12-month period, individuals who were directors of Honeywell at the beginning of the period cease...

  • Page 94
    ... single customer. Our sales are not materially dependent on a single customer or a small group of customers. Foreign Currency Risk Management-We conduct our business on a multinational basis in a wide variety of foreign currencies. Our exposure to market risk for changes in foreign currency exchange...

  • Page 95
    .... Commodity Price Risk Management-Our exposure to market risk for commodity prices can result in changes in our cost of production. We primarily mitigate our exposure to commodity price risk through the use of long-term, fixed-price contracts with our suppliers and formula price agreements with...

  • Page 96
    ...fuel conversion facilities in our Specialty Materials reportable segment and the future retirement of facilities in our Automation and Control Solutions reportable segment. A reconciliation of our liability for asset retirement obligations for the year ended December 31, 2006, is as follows: Balance...

  • Page 97

  • Page 98
    ... November 2005, Honeywell's Board authorized the Company to repurchase up to $3 billion of its common stock. As of December 31, 2006, $709 million of additional shares may yet be purchased under this program. The amount and timing of repurchases may vary depending on market conditions and the level...

  • Page 99
    ..., term and other conditions applicable to each option granted under our stock plans are generally determined by the Management Development and Compensation Committee of the Board. The exercise price of stock options is set on the grant date and may not be less than the fair market value per share of...

  • Page 100
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) The following table summarizes information about stock option activity for the three years ended December 31, 2006: Weighted Average Exercise Price Number of Options Outstanding ...

  • Page 101
    ... 43,341,460 shares available for future grants under the terms of our stock option plans at December 31, 2006. The weighted average fair value of options granted in 2006 was $9.44. The total intrinsic value of options (which is the amount by which the stock price exceeded the exercise price of the...

  • Page 102
    ... the units vest. RSU's are issued to certain key employees at fair market value at the date of grant as compensation. RSUs typically become fully vested over periods ranging from three to seven years and are payable in Honeywell common stock upon vesting. The following table summarizes information...

  • Page 103
    ... regarding the status of laws, regulations, enforcement policies, the impact of other potentially responsible parties, technology and information related to individual sites, we do not believe it is possible to develop an estimate of the range of reasonably possible environmental loss in excess of...

  • Page 104
    ... Honeywell site located in Jersey City, New Jersey, which are expected to be incurred evenly over a five-year period that started in April 2006. We do not expect implementation of this remedy to have a material adverse effect on our future consolidated results of operations, operating cash flows...

  • Page 105
    ...previously owned subsidiaries primarily fall into two general categories: refractory products and friction products. Refractory Products-Honeywell owned North American Refractories Company (NARCO) from 1979 to 1986. NARCO produced refractory products (high temperature bricks and cement) that were 77

  • Page 106
    ... its annual contributions to the trust with respect to future claims at a level that would not have a material impact on Honeywell's operating cash flows. The vast majority of the asbestos claimants have voted in favor of NARCO's Third Amended Plan Of Reorganization (NARCO Plan). The court conducted...

  • Page 107
    ... in both the domestic insurance market and the London excess market. At December 31, 2006, a significant portion of this coverage is with insurance companies with whom we have agreements to pay full policy limits based on corresponding Honeywell claims costs. We conduct analyses to determine the...

  • Page 108
    ... in light of any changes to the projected liability or other developments that may impact insurance recoveries. Friction Products-Honeywell's Bendix friction materials (Bendix) business manufactured automotive brake pads that contained chrysotile asbestos in an encapsulated form. There is a group of...

  • Page 109
    80

  • Page 110
    ...asbestos claims, of which $302 and $377 million are reflected as receivables in our consolidated balance sheet at December 31, 2006 and 2005, respectively. This coverage is provided by a large number of insurance policies written by dozens of insurance companies in both the domestic insurance market...

  • Page 111
    ... pending or future Bendix related asbestos claims, we do not believe that such claims would have a material adverse effect on our consolidated financial position in light of our insurance coverage and our prior experience in resolving such claims. If the rate and types of claims filed, the average...

  • Page 112
    ... Baton Rouge, LA-As previously reported, three incidents occurred during 2003 at Honeywell's Baton Rouge, Louisiana chemical plant, including a release of chlorine, a release of antimony pentachloride (which resulted in an employee fatality), and an employee exposure to hydrofluoric acid. The United...

  • Page 113

  • Page 114
    ...Rouge and Geismar, Louisiana facilities that, in part, overlap with the subject of the federal investigation. Brunswick, GA-Honeywell has reached settlements with Glynn County, Georgia and with a group of private individuals who own or owned properties near the Allied Chemical (a predecessor company...

  • Page 115
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Warranties and Guarantees-We have issued or are a party to the following direct and indirect guarantees at December 31, 2006: Maximum Potential Future Payments Operating lease ...

  • Page 116

  • Page 117
    ... plans that provide health care benefits and life insurance coverage to eligible retirees. Our retiree medical plans mainly cover U.S. employees who retire with pension eligibility for hospital, professional and other medical services. All non-union hourly and salaried employees joining Honeywell...

  • Page 118
    ...assets and funded status associated with our significant pension and other postretirement benefit plans at December 31, 2006 and 2005. Other Postretirement Benefits 2006 2005 Pension Benefits 2006 2005 Change in benefit obligation: Benefit obligation at beginning of year Service cost Interest cost...

  • Page 119
    (2) Included in Other Assets-Non-Current on Consolidated Balance Sheet. (3) Excludes Non-U.S. plans of $22 and $42 million in 2006 and 2005, respectively. (4) Included in Other Liabilities-Non-Current on Consolidated Balance Sheet. 87

  • Page 120
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Other Postretirement Benefits 2006 Pension Benefits 2006 Amounts recognized in Accumulated Other Comprehensive Income (loss) at December 31, 2006 Transition obligation Prior ...

  • Page 121

  • Page 122
    ...in millions, except per share amounts) Other Postretirement Benefits 2004 2006 2005 2004 Pension Benefits 2006 2005 Actuarial assumptions used to determine benefit obligations as of December 31: Discount rate Expected annual rate of compensation increase Actuarial assumptions used to determine net...

  • Page 123
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Our U.S. pension plans assets were $12.8 and $12.0 billion and our non-U.S. pension plans assets were $3.8 and $2.6 billion at December 31, 2006 and 2005, respectively. Our asset ...

  • Page 124
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the Act) for employers that sponsor postretirement health care plans that provide prescription drug coverage ...

  • Page 125
    .... • Transportation Systems includes Honeywell Turbo Technologies (turbochargers and charge-air and thermal systems); and the Consumer Products Group (car care products including anti-freeze, filters, spark plugs, and cleaners, waxes and additives; and brake hard parts and other friction materials...

  • Page 126
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Years Ended December 31, 2006 2005 2004 Net sales Aerospace Automation and Control Solutions Specialty Materials Transportation Systems Corporate $11,124 11,020 4,631 4,592 - $31,...

  • Page 127

  • Page 128
    ..., plant and equipment, goodwill and other intangible assets. Note 25-Supplemental Cash Flow Information Years Ended December 31, 2006 2005 2004 Payments for repositioning and other charges: Severance and exit cost payments Environmental payments Proceeds from sale of insurance receivable Insurance...

  • Page 129
    Interest paid, net of amounts capitalized Income taxes paid, net of refunds Non-cash investing and financing activities: Common stock contributed to U.S. savings plans $ 361 471 179 94 $ 397 235 153 $ 330 178 151

  • Page 130
    HONEYWELL INTERNATIONAL INC. NOTES TO FINANCIAL STATEMENTS-(Continued) (Dollars in millions, except per share amounts) Note 26-Unaudited Quarterly Financial Information 2006 2005 Mar. 31 June 30 Sept. 30 Dec. 31 Year Mar. 31 June 30 Sept. 30 Dec. 31 Year Net sales Gross profit Income ...

  • Page 131
    ... statements, the Company changed the manner in which it accounts for stockbased compensation and defined benefit pension and other postretirement plans in 2006 and the manner in which it accounts for conditional asset retirement obligations in 2005. Internal control over financial reporting Also, in...

  • Page 132
    ... preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately...

  • Page 133
    ... Disclosure Not Applicable. Item 9A. Controls and Procedures Honeywell management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on...

  • Page 134
    ... Jersey 07962, c/o Vice President and Corporate Secretary. Honeywell's Code of Business Conduct applies to all Honeywell directors, officers (including the Chief Executive Officer, Chief Financial Officer and Controller) and employees. Amendments to or waivers of the Code of Business Conduct granted...

  • Page 135
    ... Accounts 107 All other financial statement schedules have been omitted because they are not applicable to us or the required information is shown in the consolidated financial statements or notes thereto. (a)(3.) Exhibits See the Exhibit Index on pages 102 through 106 of this Annual Report...

  • Page 136
    ...and Controller Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated: Name Name * David M. Cote Chairman of the Board, Chief Executive Officer...

  • Page 137
    ... Statement, dated March 10, 1994, filed pursuant to Rule 14a-6 of the Securities and Exchange Act of 1934, and amended by Exhibit 10.5 to Honeywell's Form 10-Q for the quarter ended June 30, 1999) Supplemental Non-Qualified Savings Plan for Highly Compensated Employees of Honeywell International Inc...

  • Page 138
    ..., 2003) Honeywell International Inc. Severance Plan for Corporate Staff Employees (Involuntary Termination Following a Change in Control), as amended and restated (incorporated by reference to Exhibit 10.19 to Honeywell's Form 10-K for the year ended December 31, 2002) Employment Agreement dated as...

  • Page 139
    ...) Pittway Corporation Supplemental Executive Retirement Plan (filed herewith) 2006 Stock Incentive Plan of Honeywell International Inc. and Its Affiliates (incorporated by reference to Honeywell's Proxy Statement, dated March 13, 2006, filed pursuant to Rule 14a-6 of the Securities and Exchange Act...

  • Page 140
    ... 30, 2006) Purchase and Sale Agreement between Catalysts, Adsorbents and Process Systems, Inc., and Honeywell Specialty Materials, LLC, dated September 30, 2005 (incorporated by reference to Exhibit 10.23 to Honeywell's Form 10-Q for the quarter ended September 30, 2005) Stock Purchase Agreement by...

  • Page 141
    ... of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith) Omitted (Inapplicable) The Exhibits identified above with an asterisk(*) are management contracts or compensatory plans or arrangements. 106

  • Page 142
    HONEYWELL INTERNATIONAL INC SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS Three Years Ended December 31, 2006 (In millions) Allowance for Doubtful Accounts...2006 $ 150 100 (113) 137 83 (71) 30 179 111 (77) 4 $ 217 (1) Represents uncollectible accounts written... to other comprehensive income (loss...

  • Page 143
    ...Honeywell International Inc. and Its Affiliates ("the Plan") is hereby amended effective December 8, 2006, by replacing Section 5.3 of the Plan in its entirety with the following paragraph: "5.3 Adjustments. In the event of a change in the outstanding Shares by reason of a stock split, reverse stock...

  • Page 144
    ...-Qualified Savings Plan for Highly Compensated Employees of Honeywell International Inc. and Its Subsidiaries ("the Plan") is hereby amended effective December 31, 2006 in the following manner: Pursuant to a previously-approved benefits integration plan for UOP LLC and its affiliates, the accounts...

  • Page 145
    ... all or part of the Incentive Award earned in 2005 and payable in 2006 was permitted to completely cancel this deferral election during a period that will end no later than December 31, 2005 and (iii) an eligible employee who is actively employed and who elected to defer Base Annual Salary earned in...

  • Page 146
    ... of an incentive award payable pursuant to the terms of the Honeywell International Inc. Incentive Compensation Plan for Executive Employees (or any successor plan) (the Incentive Plan') or the Honeywell Capital Management LLC Incentive Compensation Plan (or any successor plan) (the HCM Incentive...

  • Page 147
    ... The 1993 Stock Plan for Employees of Honeywell International Inc. and Its Affiliates ("the Plan") is hereby amended effective December 8, 2006, by replacing Section 17 of the Plan in its entirety with the following paragraph: "17. Adjustment Upon Changes in Capitalization Notwithstanding any...

  • Page 148
    ... WHEREAS,Honeywell highly values the efforts of Executive and wishes to assist Executive with his personal life insurance program, WHEREAS, Honeywell is obligated to provide Executive with life insurance coverage in the amount of $10,000,000 under the terms of Executive's Employment Agreement dated...

  • Page 149
    ...as that term is defined in the Employment Agreement at the time the hearing occurs. h. "Vested Executive" means, Executive if he has attained age 55 or older, has five or more years of Vesting Service (as defined in the Honeywell Retirement Earnings Plan), and has been the Chief Executive Officer of...

  • Page 150
    ... 31, 2006. Honeywell shall tax and report each Annual Payment as wages and shall withhold all applicable federal, state and local taxes from the Annual Payment. Executive shall be solely responsible for paying the net proceeds of the Annual Payment to the Insurer. b. Payments After Executive's Death...

  • Page 151
    ... to the Annual Payment, as described in paragraph (b) below, (E) the year the Policy is no longer in force because Executive or Co-insured fails to pay the Premium, or voluntarily terminates, relinquishes, surrenders or cancels the Policy, (F) the first day Executive provides services above a de...

  • Page 152
    ... (relating to Change in Control), Honeywell's obligation to pay the Annual Payment shall continue until the earlier of (a) the 48th policy year of the Policy, or (b) the year the survivor of Executive and Co-insured dies. c.Allocation of Policy Death Benefit. If the Agreement terminates due to the...

  • Page 153
    ... sent by first class mail with postage prepaid. Any notice to Honeywell shall be addressed to the Senior Vice President, Human Resources and Communications, Honeywell International Inc., 101 Columbia Road, Morristown, New Jersey 07962. Any notice to Executive shall be addressed to Executive at the...

  • Page 154
    ... by the Insurer in a timely manner. Honeywell shall have no responsibility other than to pay Executive or Co-insured, as the case may be, the Annual Payment until this Agreement terminates. The parties intend for this Agreement to comply with the requirements of Internal Revenue Code section 409A...

  • Page 155
    ... pay the Annual Payment becomes irrevocable under Section 5(b) shall not apply unless Executive (or Co-insured following Executive's death) consents, in writing, to the termination. c. Administration. This Agreement shall be administered by the Administrator, whose address is Honeywell International...

  • Page 156
    ... authority to control and manage the operation and administration of the Agreement. b. Claims Procedures. Any controversy or claim arising out of or relating to this Agreement shall be filed with the Administrator, Honeywell International Inc., 101 Columbia Road, Morristown, New Jersey 07962. The...

  • Page 157
    ... sixty (60) days after receipt of the written notification of such claim denial. The Administrator shall schedule and provide an opportunity for a full and fair review of the issue within thirty (30) days of receipt of the appeal. If the claimant appeals a denial of benefits, the Administrator shall...

  • Page 158
    ... on the Agreement and service of legal process shall be the Senior Vice President, Human Resources and Communications, Honeywell International Inc., 101 Columbia Road, Morristown, New Jersey 07962. d. Agreement Year. The agreement year of the Agreement shall be the calendar year. August 4, 2006 Date...

  • Page 159
    ..., NJ 07945 Dear Larry: I am delighted to confirm our offer to you to become the Senior Vice President, Information Technology and Administration. In this position, reporting directly to me, you will become a member of the Honeywell Leadership Council and will be appointed an Officer of Honeywell...

  • Page 160
    ... continue to vest as originally scheduled and shall be exercisable for their full remaining term. Pension: You will be provided a pension benefit equal to the benefit defined in the "Honeywell International Inc. Supplemental Executive Retirement Plan for Executives in Career Band 6 and Above" (the...

  • Page 161
    ... required to pay under the terms of the retiree medical plan and the annual premium cost you would have been required to pay if your service taken into account for purposes of calculating your Band 6 SERP benefit were recognized under the retiree medical plan. In any event, coverage shall continue...

  • Page 162
    ... officer of the Company, you are eligible to fly first-class. Excess Liability Insurance: You will receive Excess Liability Insurance of $10,000,000 per occurrence. Executive Severance: The Company will provide 36 months, or such longer period as provided in this letter, of Cash Base Salary, Annual...

  • Page 163
    ... Plan but your pension benefit will be calculated in accordance with the terms of this Plan); AlliedSignal Savings Plan, amended and restated effective July 1, 1997; Honeywell Supplemental Savings Plan, dated December 1, 2000; Salary Deferral Plan for Selected Employees of Honeywell International...

  • Page 164
    ...your experience and background will be an asset to our Company, and we look forward to having you with us. Sincerely, /s/Larry A. Bossidy Larry A. Bossidy Chairman and Chief Executive Officer Please indicate your acceptance of this offer by signing below and returning a copy to me. Read and Accepted...

  • Page 165
    Exhibit 10.24 Honeywell Supplemental Retirement Plan Honeywell International Inc. December 15, 2006

  • Page 166
    ...plan. Each Sub-plan shall be set forth in writing and shall be listed on Schedule A. Each Sub-plan shall permit participation by a specified group of Eligible Employees. Each Sub-plan shall include such additional terms and conditions as the Employer, the Administrator andthe Chief Executive Officer...

  • Page 167
    ... terminate upon the adoption of a resolution of the Chief Executive Officer of the Company terminating the Plan or the adoption of a resolution terminating all Sub-plans with respect to all of the then Employers. Section 5. Governing Law The Plan and its provisions shall be construed in accordance...

  • Page 168
    Schedule A List of Sub-plans as of December 15, 2006 Honeywell International Inc. Supplemental Pension Plan Honeywell Supplemental Defined Benefit Retirement Plan Honeywell International Inc Supplemental Executive Retirement Plan for Executives in Career Band 6 and Above Pittway Corporation ...

  • Page 169
    ... the retirement plan because of the maximum compensation limitation of the Code. SECTION 2 Eligibility and Benefits 2.1 Eligibility. Each key employee of the company or a subsidiary of the company (a "participant") who participates in the retirement plan and who is a party to an employment agreement...

  • Page 170
    ... tax purposes as a result of (i) group life insurance, (ii) the personal use of an employerowned automobile, or (iii) the transfer of restricted shares of stock or restricted property of a Pittway Company, or the removal of any such restrictions; Any severance pay paid as a result of the participant...

  • Page 171
    ... payment) of the supplemental retirement benefits to which the participant is entitled is payable. Subject to the conditions and limitations of the plan, a participant's supplemental retirement benefit commencement date shall normally be the first day of the calendar month coincident with or next...

  • Page 172
    ... other benefit, computed on the basis of the same actuarial assumptions, interest rates, tables, methods and procedures, including reduction factors for commencement of payments prior to attainment of age 65 years, that are used for purposes of the retirement plan as in effect on the applicable date...

  • Page 173
    ... such term is defined in his Employment Agreement)) continued until the earlier of such dates and been paid at the times such salary would have been paid, and had the participant received no further annual cash bonus. 2.9 Funding. The plan is intended to be non-qualified for purposes of the Code and...

  • Page 174
    ... promptly remit the deficit to the company upon its request. 3.4 Interests Not Transferable. Except as to withholding of any tax under the laws of the United States or any state, the interests of participants and their spouses under the plan are not subject to the claims of their creditors and may...

  • Page 175
    ..., or termination of the plan with respect to such a participant, by the company on any date shall be effective prior to the date on which (without any extension thereof) such participant's Employment Period is then scheduled to end pursuant to his Employment agreement unless the participant consents...

  • Page 176
    ...the Company, in the event of any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares of Common Stock or the payment of a stock dividend (but only on the shares of Common Stock), or any other increase or decrease in the number of...

  • Page 177
    ... of any change in the capitalization of the Company or corporate change other than those specifically referred to in subsections (b), (c) or (d), the Committee shall make equitable adjustments in the number and class of shares subject to Awards outstanding on the date on which such change occurs...

  • Page 178
    ... any class, the payment of any dividend, any increase or decrease in the number of shares of stock of any class or any dissolution, liquidation, merger or consolidation of the Company or any other corporation. Except as expressly provided in the Plan, no issuance by the Company of shares of stock of...

  • Page 179
    ...Jersey, as of the [DAY]day of [MONTH, YEAR] between Honeywell International Inc. (the "Company") and [EMPLOYEE NAME] (the "Employee"). 1. Grant of Option. The Company has granted you an Option to purchase [NUMBER] Shares of Common Stock, subject to the provisions of this Agreement and the 2006 Stock...

  • Page 180
    ... age 60 and 10 of (i) original expiration date, or (ii) 1 year after death. Years of Service) Early Retirement Unvested Awards forfeited as Expires earlier of (i) original expiration date, or (ii) 3 years after (Termination of Employment of Early Retirement. retirement. If you die prior to end of...

  • Page 181
    ... any other circumstances and you are not entitled to severance benefits under a severance plan of the Company or an Affiliate, "Termination of Employment" refers to the last day you actively perform services for the Company and its Affiliates. 8. 9. Change in Control. In the event of a Change in...

  • Page 182
    ...an automated data file, certain personal information about you, including, but not limited to, name, home address and telephone number, date of birth, social insurance number, salary, nationality, job title, any shares or directorships held in the Company, details of all options or other entitlement...

  • Page 183
    ... be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any...

  • Page 184
    ... not be construed by you to constitute, part of the terms and conditions of emp Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor re Limitations. Nothing in this Agreement or the Plan gives you any right to continue in...

  • Page 185
    ...to the application of the terms and conditions set forth in this Agreement and the Plan unless you contact Honeywell International Inc., Executive Compensation/AB-1D, 101 Columbia Road, Morristown, NJ 07962 in writing within thirty (30) days of the date of this Agreement. Honeywell International Inc...

  • Page 186
    ....28 2006 Stock Incentive Plan of Honeywell International Inc. and Its Affiliates RESTRICTED UNIT AGREEMENT RESTRICTED UNIT AGREEMENT made in Morris Township, New Jersey, as of the [DAY]day of [MONTH, YEAR] (the "Date of Grant"), between Honeywell International Inc. (the "Company") and [EMPLOYEE NAME...

  • Page 187
    stock dividends paid by the Company upon one Share of Common Stock for each Restricted Unit credited to your bookkeeping account. Accrued Dividend Equivalents will be subject to the same forfeiture and transferability restrictions that apply to the Restricted Units to which they relate. The Company ...

  • Page 188
    ... of service as an employee of the Company or its Affiliate between the Date of Gr Payment will be made in accordance with Section 4. 9. Change in Control. In the event of a Change in Control, any restrictions on Restricted Units that have not lapsed or terminated as of the product of the number of...

  • Page 189
    ... Units will be duly listed, upon official notice of redemption, upon the New York Stock Exchange, and (b) a Registration Statement under the Securities Act of 1933 with respect to the Shares will be effective. The Company will not be required to deliver any Common Stock until all applicable...

  • Page 190
    ... data file, certain personal information about you, including, but not limited to, name, home address and telephone number, date of birth, social insurance number, salary, nationality, job title, any shares or directorships held in the Company, details of all restricted units or other entitlement to...

  • Page 191
    ... be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any...

  • Page 192
    ... to the application of the terms and conditions set forth in this Agreement and the Plan. If you do not wish to accept this Award, you must contact Honeywell International Inc., Executive Compensation/AB-1D, 101 Columbia Road, Morristown, NJ 07962 in writing within thirty (30) days of the date of...

  • Page 193
    Honeywell International Inc. /s/ David M. Cote By:David M. Cote Chairman of the Board and Chief Executive Officer I Accept Signature Date

  • Page 194
    ... Honeywell EID Number: _____ 2006 Stock Incentive Plan of Honeywell International Inc. and its Affiliates PERFORMANCE SHARE AGREEMENT This PERFORMANCE SHARE AGREEMENT made in Morris Township, New Jersey, United States of America, as of the [DAY] day of [MONTH, YEAR]between Honeywell International...

  • Page 195
    ...the average Honeywell closing Share price for the 30 trading days preceding [LAST DAY OF PERFORMANCE CYCLE], with any fractional Shares rounded up to the nearest whole Share. Dividend Shares will be paid in accordance with Section 5.] Termination of Employment. If your employment with the Company is...

  • Page 196
    ... the Stock Plan are not to be considered part of your salary or compensation with the Company for purposes of calculating any (i) severance, resignation, redundancy or termination related payments, (ii) vacation amounts, (iii) bonus amounts, (iv) long-term service awards, (v) pension or retirement...

  • Page 197
    ... application of the terms and conditions set forth in this Agreement and the Stock Plan unless you contact Honeywell International Inc., Executive Compensation/ AB-1D, 101 Columbia Road, Morristown, NJ 07962, in writing, within thirty (30) days of the date of this Agreement. HONEYWELL INTERNATIONAL...

  • Page 198
    .... In the event of any change in the number of Shares outstanding by reason of any stock dividend or split, recapitalization, merger, consolidation, combination or exchange of Shares or similar corporate change, the maximum aggregate number of Shares with respect to which the Committee may grant...

  • Page 199
    ... any class, the payment of any dividend, any increase or decrease in the number of shares of stock of any class or any dissolution, liquidation, merger or consolidation of the Company or any other corporation. Except as expressly provided in the Plan, no issuance by the Company of shares of stock of...

  • Page 200
    ... Non-Employee Directors of Honeywell International Inc. ("the Plan"), is hereby amended effective January 1, 2007 replacing in its entirety the second paragraph of Schedule A with the following new paragraph: Grant of Stock Options. Each Eligible Director who continues in office following the Annual...

  • Page 201
    ...HONEYWELL INTERNATIONAL INC. STATEMENT RE: COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES 2006 2005 2004 (In millions) 2003 2002 Determination of Earnings: Income (loss) from continuing operations before taxes Add (Deduct): Amortization of capitalized...other than for capitalized leases. (b) The ...

  • Page 202
    ... Technologies S.r.l. Honeywell Technology Solutions Inc. Honeywell UK Limited AlliedSignal Aerospace Service Corporation Grimes Aerospace Company Novar Controls Corporation Phoenix Controls Corporation Prestone Products Corporation United Kingdom Canada Delaware Washington Germany Delaware Arizona...

  • Page 203
    ... REGISTERED PUBLIC ACCOUNTING FIRM...Honeywell International Inc. of our report dated February 15, 2007 relating to the financial statements, financial statement schedule, management's assessment of the effectiveness of internal control over financial reporting and the effectiveness of internal control...

  • Page 204
    ... and agent for me and in my name, place and stead in any and all capacities, (i) (ii) (iii) to sign the Company's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the year ended December 31, 2006, to sign any amendment to the Annual Report referred to in (i) above, and to...

  • Page 205
    ... the savings, stock or other benefit plans of the Company, its affiliates or any predecessor thereof, including the Honeywell Savings and Ownership Plan, the Honeywell Supplemental Savings Plan, the 1993 Stock Plan for Employees of Honeywell International Inc. and its Affiliates, the Stock Plan for...

  • Page 206
    ...Power of Attorney may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument...Stafford John R. Stafford, Director /s/ Michael W. Wright Michael W. Wright, Director Dated: February 16, 2007

  • Page 207
    ... of Honeywell International Inc. (the "Company"), a Delaware corporation, hereby appoint David M. Cote, Peter M. Kreindler, David J. Anderson, Thomas F. Larkins and John J. Tus, each with power to act without the other and with power of substitution and resubstitution, as my attorney-in-fact to sign...

  • Page 208
    ...Power of Attorney may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument...Stafford John R. Stafford, Director /s/ Michael W. Wright Michael W. Wright, Director Dated: February 16, 2007

  • Page 209
    ...a director of Honeywell International Inc. (the "Company"), a Delaware corporation, hereby appoint David J. Anderson, Peter M. Kreindler, Thomas F. Larkins and John J. Tus, each with power to act without the other and with power of substitution and resubstitution, as my attorneyin-fact to sign on my...

  • Page 210
    ...and agent for me and in my name, place and stead in any and all capacities, (i) (ii) (iii) to sign the Company's Annual Report on Form 10-K under the Securities Exchange Act of 1934 for the year ended December 31, 2006, to sign any amendment to the Annual Report referred to in (i) above, and to file...

  • Page 211
    ... the savings, stock or other benefit plans of the Company, its affiliates or any predecessor thereof, including the Honeywell Savings and Ownership Plan, the Honeywell Supplemental Savings Plan, the 1993 Stock Plan for Employees of Honeywell International Inc. and its Affiliates, the Stock Plan for...

  • Page 212
    ..., Chief Executive Officer, certify that: 1. I have reviewed this Annual Report on Form 10-K of Honeywell International Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light...

  • Page 213

  • Page 214
    ..., Chief Financial Officer, certify that: 1. I have reviewed this Annual Report on Form 10-K of Honeywell International Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light...

  • Page 215

  • Page 216
    ... In connection with the Annual Report of Honeywell International Inc. (the Company) on Form 10-K for the year ending December 31, 2006 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, David M. Cote, Chief Executive Officer of the Company, certify, pursuant to...

  • Page 217
    ... connection with the Annual Report of Honeywell International Inc. (the Company) on Form 10-K for the year ending December 31, 2006 as filed with the Securities and Exchange Commission on the date hereof (the Report), I, David J. Anderson, Chief Financial Officer of the Company, certify, pursuant to...