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 – November 14, 2006

(Date of earliest event reported)


HONEYWELL INTERNATIONAL INC
.
(Exact name of Registrant as specified in its Charter)

     
DELAWARE  1-8974  22-2640650 
(State or other jurisdiction  (Commission File Number)  (I.R.S. Employer 
of incorporation)    Identification Number) 

   
101 COLUMBIA ROAD, P.O. BOX 4000, MORRISTOWN, NEW JERSEY  07962-2497 
(Address of principal executive offices)  (Zip Code) 

Registrant's telephone number, including area code: (973) 455-2000


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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b)      Effective November 14, 2006, Bruce Karatz resigned as a director of Honeywell International Inc. (“Honeywell”). Mr. Karatz’s resignation from Honeywell’s Board of Directors did not involve any disagreement on any matter relating to Honeywell’s operations, policies or practices. Russell Palmer, a current director, has been appointed Chairman of the Corporate Governance and Responsibility Committee.

 


SIGNATURE

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

   
Date: November 17, 2006  HONEYWELL INTERNATIONAL INC. 
 
 
  By: /s/ Thomas F. Larkins 
   
    Thomas F. Larkins 
    Vice President, Corporate Secretary and 
    Deputy General Counsel