UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: March 17, 2006

 

 

 

 

Honeywell International Inc.

 

 


 

(Exact name of registrant as specified in its charter)


 

 

 

 

 

Delaware

 

1-8974

 

22-2640650


 


 


(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification Number)


 

 

 

101 Columbia Road, P.O. Box 4000, Morristown, New Jersey

 

07962-2497


 


(Address of Principal Executive Offices)

 

(Zip Code)


 

 

 

 

(973) 455-2000

 

 


 

Registrant’s telephone number, including area code


 

None


(Former name or former address, if changed since last report)

          Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[   ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 7.01 Regulation FD Disclosure

          On March 17, 2006, Honeywell International Inc. (the “Company”) issued a press release announcing the results of its any and all cash tender offer for its outstanding 5.125% Notes due November 1, 2006, which tender offer expired on March 16, 2006. A copy of the press release is furnished herewith as Exhibit 99.1.

          The information in this Item 7.01, including the exhibit attached hereto, is furnished pursuant to Item 7.01 and shall not be deemed “filed” for any other purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01 of this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the 1933 Act or the Exchange Act regardless of any general incorporation language in such filing.

Item 9.01  Financial Statements and Exhibits

          (c)  Exhibits The following is a complete list of exhibits filed as part of this Report. Exhibit numbers correspond to the numbers in the exhibit table of Item 601 of Regulation S-K.

 

 

 

 

Exhibit No.

 

Description

 

 

 

 

99.1

 

Press Release of Honeywell International Inc. dated March 17, 2006

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SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

 

 

HONEYWELL INTERNATIONAL INC.

 

 

 

 

 

By:

 

/s/ Thomas F. Larkins

 

 


 

Name:

Thomas F. Larkins

 

   Title: 

Vice President, Corporate

 

 

 

Secretary and Deputy General

 

 

 

Counsel

 

 

 

 

 

Date:

March 17, 2006

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