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Report of Independent Registered Public Accounting
Firm
To the Board of Directors and Shareowners
of United Technologies Corporation:
We have completed an integrated audit of United Technologies
Corporation’s 2004 consolidated financial statements and of its internal
control over financial reporting as of December 31, 2004 and audits
of its 2003 and 2002 consolidated financial statements in accordance
with the standards of the Public Company Accounting Oversight Board
(United States). Our opinions, based on our audits, are presented below.
Consolidated financial statements
In our opinion, the accompanying consolidated balance sheets and the
related consolidated statements of operations, of cash flows and of
changes in shareowners’ equity present fairly, in all material respects,
the financial position of United Technologies Corporation and its subsidiaries
at December 31, 2004 and 2003, and the results of their operations and
their cash flows for each of the three years in the period ended December
31, 2004 in conformity with accounting principles generally accepted
in the United States of America. These financial statements are the
responsibility of the Corporation’s management. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits of these statements in accordance with the standards
of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit of financial statements includes examining, on
a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and significant
estimates made by management, and evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.
Internal control over financial
reporting
Also, in our opinion, management’s assessment, included in the
accompanying Management’s Report on Internal Control Over Financial
Reporting, that the Corporation maintained effective internal
control over financial reporting as of December 31, 2004 based
on criteria established in Internal Control — Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO), is fairly stated, in all material respects,
based on those criteria. Furthermore, in our opinion, the Corporation
maintained, in all material respects, effective internal control
over financial reporting as of December 31, 2004, based on criteria
established in Internal Control — Integrated Framework
issued by the COSO. The Corporation’s management is responsible
for maintaining effective internal control over financial reporting
and for its assessment of the effectiveness of internal control
over financial reporting. Our responsibility is to express opinions
on management’s assessment and on the effectiveness of the
Corporation’s internal control over financial reporting based
on our audit. We conducted our audit of internal control over
financial reporting in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether effective internal control over financial
reporting was maintained in all material respects. An audit of
internal control over financial reporting includes obtaining an
understanding of internal control over financial reporting, evaluating
management’s assessment, testing and evaluating the design
and operating effectiveness of internal control, and performing
such other procedures as we consider necessary in the circumstances.
We believe that our audit provides a reasonable basis for our
opinions.
A corporation’s internal control over financial reporting
is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles. A corporation’s internal control over financial
reporting includes those policies and procedures that (i) pertain to
the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the
corporation; (ii) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements
in accordance with generally accepted accounting principles, and that
receipts and expenditures of the corporation are being made only in
accordance with authorizations of management and directors of the corporation;
and (iii) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the corporation’s
assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control
over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
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PRICEWATERHOUSECOOPERS LLP |
| Hartford, CT |
| February 10, 2005 |
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