<PAGE>   1

                                   FORM 10-Q

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1999

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

           For the transition period from _________ to ____________.

                         Commission file number 1-5358

                             Sundstrand Corporation
          -------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                   DELAWARE                               36-1840610
       ---------------------------------        --------------------------------
        (State or other jurisdiction of                 (I.R.S. Employer
         incorporation or organization)                Identification No.)

           4949 Harrison Avenue, P.O. Box 7003, Rockford, IL 61125-7003
           -----------------------------------------------------------
             (Address of principal executive offices and zip code)

                                 (815) 226-6000
           -----------------------------------------------------------
              (Registrant's telephone number, including area code)

                                -----------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                            Yes  X  No  
                                ---    ---

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                Class                                Outstanding at May 11, 1999
--------------------------------------               ---------------------------
Common Stock, par value $.50 per share                        54,015,560


<PAGE>   2
                             SUNDSTRAND CORPORATION

                                    FORM 10-Q

                      For the Quarter Ended March 31, 1999


                                      INDEX
<TABLE>
<CAPTION>


                                                                              Page
                                                                              ----
<S>                                                                            <C>
Part  I.    Financial Information

               Item 1.    Financial Statements                                  3

               Item 2.    Management's Discussion and Analysis of Financial
                          Condition and Results of Operations                   9

Part II.    Other Information

               Item 1.    Legal Proceedings                                     13

               Item 6.    Exhibits and Reports on Form 8-K                      13

Signatures                                                                      14

</TABLE>

                                       2


<PAGE>   3
                         PART I - FINANCIAL INFORMATION

SUNDSTRAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS (Unaudited)

Item 1.     Financial Statements

<TABLE>
<CAPTION>

                                                                     Three Months Ended
                                                                         March 31,
                                                               ---------------------------------
(Amounts in millions except per share data)                       1999                  1998
------------------------------------------------------------------------------------------------
<S>                                                             <C>                 <C>         
Net sales                                                       $        504        $        485
Costs, expenses, and other income:
   Costs of products sold                                                327                 319
   Marketing and administration                                           86                  81
   Interest expense                                                        9                   8
   Interest income                                                        (1)                 (1)
   Other, net
                                                                          (2)                 --
                                                                ------------        ------------
                                                                         419                 407
                                                                ------------        ------------

Earnings before income taxes                                              85                  78
Less income taxes                                                         29                  27
                                                                ============        ============
Net earnings                                                    $         56        $         51
                                                                ============        ============

Weighted-average number of common shares outstanding                    54.1                57.3
Weighted-average number of common shares outstanding --
   assuming dilution                                                    54.8                57.8

Basic net earnings per share                                    $       1.04        $        .89
                                                                ============        ============

Diluted net earnings per share                                  $       1.02        $        .88
                                                                ============        ============

Cash dividends per common share                                 $        .17        $        .17
                                                                ============        ============

</TABLE>


                                       3
<PAGE>   4
SUNDSTRAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
<TABLE>
<CAPTION>

                                                                                    Three Months Ended
                                                                                         March 31,
                                                                             ---------------------------------
(Amounts in millions)                                                                1999           1998
--------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>            <C>
Cash flow from operating activities:
   Net earnings                                                                $       56     $       51
   Adjustments to reconcile net earnings to cash
      provided by operating activities:
      Depreciation                                                                     17             16
      Amortization                                                                      5              4
      Deferred income taxes                                                             6              2
      Change in operating assets and liabilities excluding the effects of
         acquisitions:
         Accounts receivable                                                            3              4
         Inventories                                                                   (9)           (19)
         Other assets                                                                   1             19
         Accounts payable                                                             (13)            (2)
         Accrued expenses                                                               1             21
      Other                                                                            (3)            (3)
                                                                               ----------     ----------
         Total adjustments                                                              8             42
                                                                               ----------     ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES                                              64             93
                                                                               ----------     ----------

Cash flow from investing activities:
   Cash paid for property, plant and equipment                                        (16)           (23)
   Cash paid for acquisitions, net of cash acquired                                    --            (37)
   Cash paid for available-for-sale securities                                        (21)            --
   Other investing activities                                                          --             (2)
                                                                                              
                                                                               ----------     ----------
NET CASH USED FOR INVESTING ACTIVITIES                                                (37)           (62)
                                                                               ----------     ----------

Cash flow from financing activities:
   Net borrowings (payments) supported by lines of credit                             (45)            26
   Issuance of long-term debt                                                          52             --
   Principal payments on long-term debt                                                --             (4)             
   Additional debt for acquisitions                                                    --              3  
   Proceeds from stock options exercised                                                1              2
   Purchase of treasury stock                                                         (26)           (50)
   Dividends paid                                                                      (9)           (10)
                                                                               ----------     ----------
NET CASH USED FOR FINANCING ACTIVITIES                                                (27)           (33)
                                                                               ----------     ----------
Effect of exchange rate changes on cash                                                 2              1
                                                                               ----------     ----------

   Increase (decrease) in cash and cash equivalents                                     2             (1)
   Cash and cash equivalents at January 1                                              15             13
                                                                               ----------     ----------

CASH AND CASH EQUIVALENTS AT MARCH 31                                          $       17     $       12
                                                                               ==========     ==========

Supplemental cash flow information:
   Interest paid                                                               $        3     $        4
   Income taxes paid                                                           $        9     $        3


</TABLE>
                                       4

<PAGE>   5
SUNDSTRAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)


<TABLE>
<CAPTION>

                                                               MARCH 31,     December 31,
(Amounts in millions)                                            1999            1998
------------------------------------------------------------------------------------------

Assets
<S>                                                             <C>            <C>   
Current Assets
   Cash and cash equivalents                                    $   17         $   15
   Accounts receivable, net                                        376            381
   Inventories, net of progress payments                           409            401
   Deferred income taxes                                            54             53
   Other current assets                                             14             15
                                                                ------         ------
      Total current assets                                         870            865

Property, Plant, and Equipment, net                                525            527
Intangible Assets, net                                             327            332
Deferred Income Taxes                                               15             22
Other Assets                                                        83             61
                                                                ------         ------
                                                                $1,820         $1,807
                                                                ======         ======

Liabilities and Shareholders' Equity

Current Liabilities
   Notes payable                                                $  118         $  163
   Long-term debt due within one year                              136              4
   Accounts payable                                                114            128
   Accrued salaries, wages, and commissions                         26             29
   Accrued postretirement benefits other than pensions              18             18
   Other accrued liabilities                                       153            157
                                                                ------         ------
      Total current liabilities                                    565            499

Long-Term Debt                                                     215            295
Accrued Postretirement Benefits Other Than Pensions                344            344
Other Liabilities                                                  125            124
                                                                ------         ------
                                                                 1,249          1,262
                                                                ------         ------

Shareholders' Equity
   Common stock, at par value                                       38             38
   Other shareholders' equity                                      533            507
                                                                ------         ------
                                                                   571            545
                                                                ------         ------
                                                                $1,820         $1,807
                                                                ======         ======



</TABLE>
                                       5

<PAGE>   6
SUNDSTRAND CORPORATION AND SUBSIDIARIES
INFORMATION BY OPERATING SEGMENT (UNAUDITED)
<TABLE>
<CAPTION>

                                                                   Three Months Ended
                                                                        March 31,
                                                               -------------------------
(Amounts in millions)                                               1999         1998
----------------------------------------------------------------------------------------
<S>                                                             <C>            <C>     
Net sales
  Aerospace                                                     $     317      $    289
  Industrial                                                          187           196
                                                                ---------      --------
                                                                      504           485
                                                                =========      ========

Operating profit
  Aerospace                                                     $      71      $     61
  Industrial                                                           26            30
                                                                ---------      --------
    Total operating profit                                             97            91
Interest expense                                                       (9)           (8)
Interest income                                                         1             1
General corporate expenses                                             (4)           (6)
                                                                ---------      --------
Earnings before income taxes                                    $      85      $     78
                                                                =========      ========


</TABLE>



                                       6



<PAGE>   7
The financial information contained herein is unaudited but, in the opinion of
the management of the Registrant, includes all adjustments (all of which are
normal recurring adjustments) necessary for a fair presentation of the results
of operations for the periods indicated.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

ACCOUNTING POLICIES
The financial statements should be read in conjunction with the Registrant's
Annual Report on Form 10-K for the year ended December 31, 1998.

PRINCIPLES OF CONSOLIDATION provide for the inclusion of the accounts of
Sundstrand Corporation and all subsidiaries. All intercompany transactions are
eliminated in consolidation.

CASH EQUIVALENTS are considered by the Registrant to be all highly liquid debt
instruments purchased with original maturities of three months or less.

CHANGES IN ACCOUNTING PRINCIPLES
On January 1, 1999, the Registrant adopted the American Institute of Certified
Public Accountant's Statement of Position 98-1 (SOP 98-1), "Accounting for the
Costs of Computer Software Developed for or Obtained for Internal Use." SOP 98-1
requires the capitalization of certain internal costs incurred in connection
with developing or obtaining software for internal use. Prior to adoption, the
Registrant expensed some costs as incurred that are now eligible for
capitalization under SOP 98-1. The adoption of SOP 98-1 did not have a material
impact on net earnings in the first quarter of 1999 and based upon an assessment
of the Registrant's ongoing internal use software projects, the adoption of SOP
98-1 will not have a material impact on the Registrant's net earnings for the
full year ended December 31, 1999.

INVENTORIES
The components of inventories at March 31, 1999, and December 31, 1998, were:
<TABLE>
<CAPTION>



                                                                        MARCH 31,        December 31,
(Amounts in millions)                                                     1999               1998
-------------------------------------------------------------------------------------------------------
<S>                                                                       <C>                       <C>
Raw materials                                                             $   51          $   59
Work in process                                                              164             143
Finished goods and parts                                                     236             247
                                                                          -------         -------
                                                                             451             449
Less progress payments                                                        42              48
                                                                          =======         =======
                                                                          $  409          $  401
                                                                          =======         =======
</TABLE>

Prior to the application of progress payments, the inventories shown above
included costs related to long-term contracts of $60 million and $75 million, at
March 31, 1999, and December 31, 1998, respectively.

COMPREHENSIVE INCOME
Comprehensive income for the three months ended March 31, 1999 and 1998 was $54
million and $50 million, respectively.

                                       7

<PAGE>   8
LONG-TERM DEBT
In January of 1999, the Registrant issued the remaining $52 million of debt
available for issuance under its $250 million shelf registration statement
previously filed with the Securities and Exchange Commission. The debt was
issued in the form of floating rate notes, swapped to an average fixed rate of
5.8%, due in the year 2000. The proceeds were used to pay down commercial paper.

RESTRUCTURINGS
In December 1996, the Registrant's Industrial segment initiated a restructuring
plan related primarily to the operations of Sullair Europe S.A. which resulted
in a pretax charge of $32 million. The charge is reflected in the restructuring
charge line on the statement of earnings. The restructuring was undertaken as a
result of continuing losses at this operation, weakness in the European economy,
and significant competitive pressures in the European markets. The charge
included $11 million in cash termination benefits for approximately 140
employees, primarily consisting of workers at Sullair Europe's St. Priest,
France, facility. The charge also included $14 million for the partial
write-down of assets of Sullair Europe and $7 million (primarily cash related
charges) for disposition of the St. Priest facility and professional fees.
Operations previously at the St. Priest facility were transferred to other
Sullair plant sites in Europe and the United States. The shutdown of the St.
Priest facility and the termination or transfer of the employees was completed
during 1997. Since the charge was recorded in 1996, approximately $14 million
has been paid and charged against the restructuring liability, including costs
to terminate 124 employees. The St. Priest facility was sold in late April of
1999 and as a result, restructuring activities from the 1996 restructuring plan
are now substantially complete.

MERGER  WITH UNITED TECHNOLOGIES CORPORATION
On February 21, 1999, the Registrant entered into an Agreement and Plan of
Merger (the "Merger Agreement") with United Technologies Corporation ("UTC").
Pursuant to the Merger Agreement, the Registrant will be merged with and into
the Hamilton Standard division of UTC with the new merged entity being named
"Hamilton Sundstrand Corporation." This Merger Agreement is subject to approval
by the Registrant's shareholders and certain United States and international
regulatory agencies. For further discussion on the progress of the merger with
UTC, see the "Progress of the Merger" section of Management's Discussion and
Analysis of Financial Condition and Results of Operations below.

Under the terms of the Merger Agreement, each share of the Registrant's common
stock will be converted into the right to receive $35.00 in cash plus .2790
shares of UTC common stock (or .5580 shares after payment of the two-for-one
stock split of UTC common stock announced on April 30, 1999). The common stock
exchange ratio will be reduced or increased, to the extent necessary, to provide
for the minimum value of $35.00 and a maximum value of $39.25 of UTC common
stock. This will result in a minimum total consideration of $70.00 and a maximum
total consideration of $74.25, for each share of the Registrant's common stock.
The exchange ratio will be based upon the average price of UTC common stock
during the ten trading days before the fifth trading day prior to the
Registrant's 1999 annual meeting of shareholders. In addition, if the average
price of UTC common stock during the above defined ten day measurement period is
equal to or less than $112.89 (or $56.4469 after payment of the two-for-one
stock split of UTC common stock announced on April 30, 1999), then UTC has the
right to convert the merger consideration to a cash payment of $70.00 per share
of the Registrant's common stock.


                                       8

<PAGE>   9


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS 
        OF OPERATIONS

The financial information for the quarter ended March 31, 1999, as compared with
the financial information for the quarter ended March 31, 1998, and the balance
sheet at December 31, 1998, is discussed below, and should be read in
conjunction with the Registrant's Annual Report on Form 10-K for the year ended
December 31, 1998, and the financial data as presented in Item 1 above. In
addition, the following discussion may contain forward-looking information which
is subject to market risks and opportunities that could have a material impact
on actual results, and accordingly should be considered in conjunction with the
cautionary language set forth at the end of the Outlook section of this Item 2
of Part I.

PROGRESS OF THE MERGER
Activity relating to the merger with United Technologies Corporation is
proceeding on schedule and the merger is expected to be completed on or shortly
after June 10, 1999. The waiting periods expired for the United States and
Canadian regulatory filings on April 9, 1999 and April 13, 1999, respectively.
The Registrant mailed its proxy statement to shareholders during the week of May
10, 1999, with a shareholder meeting to vote on the transaction currently
scheduled for June 10, 1999.

RESULTS OF OPERATIONS
Total sales increased $19 million to $504 million in the first quarter of 1999
from $485 million in 1998. The increase in sales was the result of higher
shipments to Aerospace commercial customers. First quarter 1999 net earnings
were $56 million, or $1.02 per share, assuming dilution, compared with net
earnings of $51 million, or $.88 per share, assuming dilution, in the first
quarter of 1998. This quarter-over-quarter earnings increase was attributable to
the higher sales volume and the favorable impact from the Registrant's share
repurchase program.

AEROSPACE OVERVIEW
First quarter 1999 sales for the Aerospace segment were $317 million, an
increase of $28 million or 10 percent from the first quarter 1998 sales of $289
million. This increase is primarily attributable to a 28 percent increase in
commercial OEM sales and an 11 percent increase in commercial aftermarket sales.
Operating profit increased $10 million or 16 percent to $71 million and the
operating profit margin increased to 22.4 percent from 21.1 percent during the
first quarter of 1999 compared with the first quarter of 1998, primarily as a
result of the increase in sales and the ongoing successful implementation of
strategic initiatives.

INDUSTRIAL OVERVIEW
First quarter 1999 sales for the Industrial segment were $187 million, a
decrease of $9 million or 5 percent compared with first quarter 1998 sales of
$196 million. The decrease in sales reflects the continued difficult market
conditions in several of the Industrial segment's primary markets such as oil,
pulp and paper, and mining and minerals, primarily as a result of the downturn
in Asia-Pacific economies. Operating profit was $26 million in the first quarter
of 1999, a decrease of $4 million or 13 percent from the $30 million earned in
the first quarter of 1998. Operating profit margins decreased to 13.9 percent
from 15.3 percent during the first quarter of 1999 compared with the first
quarter of 1998, primarily as a result of the lower sales volume.

LIQUIDITY AND CAPITAL RESOURCES
Working capital decreased $61 million to $305 million at March 31, 1999,
compared with $366 million at December 31, 1998, due primarily to an increase in
long-term debt due in one year partially offset by a reduction in notes and
account payable.

Net cash provided by operating activities decreased to $64 million for the first
quarter of 1999 from $93 million for the first quarter of 1998. The decrease was
due primarily to higher levels of cash provided by other assets and accrued
expenses during the first quarter of 1998 compared to the first quarter of 1999.
The higher level of cash provided by other assets during the first quarter of
1998 was the result of the utilization of 






                                    9
<PAGE>   10

a previously funded trust for incurred but not reported health care claims. The
higher level of cash provided by accrued expenses was primarily the result of
higher levels of advance payments received from customers during the first
quarter of 1998 compared to the first quarter of 1999. The decrease in operating
cash flow is also the result of a higher level of cash used to settle accounts
payable during the first three months of 1999 compared to the same period in
1998 resulting from normal fluctuations in the timing of payments.

In the first quarter of 1999, the Registrant used $37 million for investing
activities, primarily for the purchase of marketable securities to fund certain
obligations under employee benefit plans and for the purchase of fixed assets.
During the first quarter of 1998, the Registrant used $62 million of cash for
investing activities primarily for the purchase of fixed assets and small
product-line acquisitions.

In the quarters ended March 31, 1999 and 1998, the Registrant used $27 million
and $33 million for financing activities, respectively, primarily to repurchase
common stock and to pay dividends. This use of cash was partially offset by
increased borrowings.

The Registrant repurchased approximately 446,000 shares of its common stock in
the first quarter of 1999 for a total cost of approximately $22 million. To
date, the Registrant has repurchased approximately 20 million shares of the 30
million shares authorized for repurchase by the Registrant's Board of Directors.
As a result of the planned transaction with United Technologies Corporation, the
Registrant has not repurchased any shares since the early part of the first
quarter.

On March 31, 1999, the Registrant's ratio of total-debt-to-total-capital was
45.1 percent compared with 45.9 percent at December 31, 1998.

On June 27, 1999, the Registrant's Board of Directors declared a quarterly cash
dividend of $.17 per share payable on June 15, 1999, to holders of record on
June 1, 1999.

IMPACT OF YEAR 2000
The Registrant is working to correct its Year 2000 Issue, which if not resolved
could result in the failure of a variety of systems or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, manufacture product, send invoices, or engage in
similar normal business activities. The Registrant's assessment process related
to the Year 2000 Issue has been divided into the following categories: business
operating systems (examples include accounting and treasury), other operating
systems (examples include engineering, computer aided drafting, production
facilities and environmental systems), suppliers/customers, and products.
Following is the current status of each category.

Business Operating Systems
In 1994, the Registrant began the assessment and modification process to address
the year 2000 Issue. Based on a completed assessment of all business operating
systems, the Registrant determined that it will be required to modify or replace
portions of its software so that its computer systems will function properly in
the year 2000 and thereafter. The Registrant believes that with modifications to
existing software and, in some cases, conversions to new software, the Year 2000
Issue will not pose significant operational problems. In the event that
modifications and conversions are not completed on a timely basis, the Year 2000
Issue could have a material impact on the operations of the Registrant.

The Registrant is utilizing both internal and external resources to reprogram,
or replace, and test software for Year 2000 modifications. The Registrant
estimates modification and replacement plan efforts are approximately 90 percent
complete as of March 31, 1999 and anticipates that all remaining critical
systems will be revised or replaced by July 1999.


                                       10

<PAGE>   11
Other Operating Systems
The Registrant has completed its assessment of Year 2000 Issues associated with
other operating critical systems, such as manufacturing machinery, test
equipment and environmental systems with date sensitive software and embedded
microprocessors. This assessment has identified no significant operational
issues and the Registrant expects to complete all necessary revisions or
replacements of these systems by June 1999.

Suppliers/Customers
The Registrant has initiated communications with its significant suppliers,
customers, and other relevant third parties to determine the extent to which the
Registrant's operations may be vulnerable to those third parties' failure to
resolve their own Year 2000 Issues. In addition, the Registrant has conducted
eight symposiums at which more than 200 significant suppliers attended, and some
visits have taken place with suppliers and customers. This activity will
continue until the Registrant believes its significant suppliers and customers
are Year 2000 ready.

Due to the difficulty in determining whether third-parties have resolved their
Year 2000 issues, the Registrant is in the process of developing contingency
plans, which it considers necessary, such as identifying alternative suppliers
and/or implementing inventory management steps such as stock-piling purchased
materials, in order to minimize any adverse effect to the Registrant's
operations. An area of concern, which the Registrant is monitoring, involves
utility suppliers, principally electric power suppliers. The inability of
electric power suppliers to become Year 2000 compliant in a timely manner could
result in wide-spread power outages or rolling brown-outs. Failures of third
parties to adequately address their Year 2000 Issues and any failure of the
Registrant to develop timely and effective contingency plans could adversely
effect the Registrant's operations, the extent of which is currently not known.

Products
The Registrant has performed an assessment of its exposure to contingencies
related to the Year 2000 Issue for the products it has previously sold. Based
upon this assessment, the Registrant does not believe there is any exposure that
would have a material adverse affect on the Registrant's financial position,
results of operations or liquidity.

Summary
The Registrant's total cost to make modifications to resolve Year 2000 issues is
estimated to be between $9 million and $12 million and is being funded through
operating cash flows. To date, the Registrant has incurred approximately $8
million related to operating systems modifications.

The costs of the project and the dates on which the Registrant believes it will
complete the Year 2000 modifications are based on management's best estimates.
These estimates were derived utilizing numerous assumptions of future events,
including the continued availability of certain resources, third party
modification plans and other factors. These estimates may not be achieved and
actual results could differ materially from those anticipated. Specific factors
that might cause such material differences include, but are not limited to, the
availability and cost of personnel trained in this area, the ability to locate
and correct all relevant computer codes, and similar uncertainties. The
Registrant could also be subject to litigation for the failure of computer
systems, equipment shutdowns and product delivery delays. The amount of
potential liability and lost revenue cannot be reasonably estimated at this
time.



                                       11

<PAGE>   12
OUTLOOK
The overall forecast for 1999 remains unchanged. Total sales are expected to
increase up to 5 percent and earnings per share, assuming dilution, is forecast
between $4.25 and $4.55. Operating cash flow is forecast at $330 million to $370
million.

Total Aerospace sales are projected to increase between 5 percent and 10 percent
for 1999. Both commercial OEM and aftermarket sales are expected to grow between
5 percent and 10 percent as a result of continued strength in commercial
aircraft order rates coupled with continued airline passenger and freight
traffic growth. Aerospace military sales are expected to remain relatively
unchanged compared to 1998 levels. Operating profit margins in the Aerospace
segment are expected to grow 5 percent to 10 percent in 1999.

The Industrial segment's primary markets such as oil, pulp and paper, and mining
and minerals continue to be weak, primarily as a result of the economic downturn
in the Asia-Pacific region. Although there are indications that some of these
primary markets have bottomed, the Registrant now believes that total year sales
for the Industrial segment will be relatively unchanged compared to 1998.
Operating profit margins should improve in the second half of 1999 as a result
of previously implemented cost reductions. For the full year 1999, we expect
operating profit margins in the vicinity of 15 percent.

================================================================================
FORWARD-LOOKING INFORMATION IS SUBJECT TO RISK AND UNCERTAINTY
When used in this Management's Discussion and Analysis of Financial Condition
and Results of Operations, the terms "anticipate," "believe," "estimate,"
"expect," "forecast," "goal," "outlook," "plan," "project," "should" and similar
expressions are intended to identify "forward-looking" statements. These
statements are subject to risks and uncertainties that could cause actual
results to differ materially from those contemplated in such forward-looking
statements. Such risks and uncertainties include the Registrant's successful
execution of internal strategic initiatives, including implementation of
business unit or enterprise concepts; governmental export and import policies;
factors that result in significant and prolonged disruption to air travel
worldwide; overall expenditures for capital equipment and infrastructure
development; relations with the Registrant's employees; competitive pricing
pressures; global trade policies; worldwide political stability and economic
conditions, particularly Asia and Latin America; termination of and/or
difficulties related to significant government programs (particularly military
procurement programs serviced by the Registrant); and potential risks associated
with efforts by the Registrant, its suppliers and customers to modify their
information systems to be ready for the year 2000.
================================================================================



                                       12

<PAGE>   13
                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

The Registrant has disclosed various legal proceedings in its Annual Report on
Form 10-K for the fiscal year ended December 31, 1998. There have been no
material changes in those proceedings or other material legal developments since
that time.

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits

          (27) Financial Data Schedule

     (b)  Reports on Form 8-K

          (a)  Agreement and Plan of Merger, dated as of February 21, 1999 among
               the Registrant, United Technologies and HSSail Inc. (filed as
               Exhibit 2.1 to Registrant's Report on Form 8-K dated February 23,
               1999, File No 1-5358, and incorporated herein by reference).




                                       13
<PAGE>   14




                                   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 thereunto duly authorized.



                                            Sundstrand Corporation
                                      -----------------------------------
                                                 (Registrant)


Date:   May 11, 1999
                                                /s/ Mary Ann Hynes
                                      ----------------------------------- 
                                                Mary Ann Hynes
                                          Vice President and General
                                            Counsel and Secretary


Date:   May 11, 1999
                                             /s/ DeWayne J. Fellows
                                      -----------------------------------
                                              DeWayne J. Fellows
                                        Vice President and Controller




                                       14