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CORRESP
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June 12, 2012

Lyn Shenk

Branch Chief

Division of Corporation Finance

U.S. Securities and Exchange Commission

Washington, DC 20549

 RE:

 Honeywell
 International Inc.

 Form 10-K
 for the year ended December 31, 2011

 File No.
 001-08974

Dear Mr.
Shenk:

This letter
provides Honeywell International Inc.’s (“Honeywell” or the “Company”) response
to your letter dated May 17, 2012, setting forth the Staff’s comments on the
above referenced Form 10-K. The numbered paragraphs below correspond to the
numbered paragraphs in your letter.

Form 10-K: For the
fiscal year ended December 31, 2011

Cybersecurity
incidents could disrupt business operations, page 12

1. Staff’s Comment:
We note that you rely on information technology and systems for many of your
business operations. We also note that you disclose that you employ
comprehensive measures to prevent, detect, address and mitigate threats to your
technology and systems. Please describe to us the types of cybersecurity
threats and attacks that you have experienced recently and the related
consequences. In addition, tell us what consideration you gave to tailoring
your risk factor disclosure to more clearly state that you have been subject to
attacks in the past and to highlight the potential consequences of the types of
attacks that are most concerning to you. Please refer to the Division of
Corporation Finance’s Disclosure Guidance Topic No 2 at
http://www.sec.gov/divisions/corpfin/guidance/cfguidance-topic2.htm for
additional information.

Our Response: The
types of cybersecurity threats and incidents that we have experienced fall
within the range of threats identified in our cybersecurity risk factor on page
12 of our Form 10-K for the year ended December 31, 2011 (“2011 Form 10-K”).
None of those threats or incidents has been material to the Company, either
individually or in the aggregate, taking into account the factors referenced in
CF Disclosure Guidance Topic 2. As stated in the cybersecurity risk factor and
referenced in your letter, we employ
comprehensive measures to prevent, detect, address and mitigate cybersecurity
threats.

We developed
our risk factor disclosure taking into consideration both the Regulation S-K
Item 503(c) requirements for risk disclosures generally and the specific
guidance set forth in CF Disclosure Guidance Topic 2. Accordingly, we believe
that:

 •

 the risk
 factor disclosure clearly describes both the nature of the material risks
 (“the misappropriation, destruction, corruption or unavailability of critical
 data and confidential or proprietary information (our own or that of third
 parties) and the disruption of business operations”) and the potential
 consequences of these material risks (“reputational damage, litigation with
 third parties, diminution in the value of our investment in research,
 development and engineering, and increased cybersecurity protection and
 remediation costs, which in turn could adversely affect our competitiveness
 and results of operations”); and

 •

 no further
 disclosure regarding known cybersecurity incidents is necessary (i) to place
 the discussion of cybersecurity risks in context or (ii) to address the
 guidance set forth in CF Disclosure Guidance Topic 2, which by its terms
 relates to “material” cyber attacks experienced by a registrant.

As we do for
the other items highlighted in our risk factor disclosure, we will continue to
monitor cybersecurity threats and incidents as part of our standard quarterly
close process and evaluate the need for disclosure based on applicable rules
and interpretive guidance, including CF Disclosure Guidance Topic 2.

Management’s
Discussion and Analysis, page 23

Critical Accounting
Policies, page 47

Sales Recognition on
Long-Term Contracts, page 52

2. Staff Comment: We
note your disclosure that you recognized approximately 16 percent of your total
net sales using the percentage-of-completion method for long-term contracts in
your Automation and Control Solutions, Aerospace and Performance Materials and
Technologies segments and revenue and cost estimates are regularly monitored
and revised based on changes in circumstances. Please tell us the aggregate
gross amounts of favorable and unfavorable changes in estimates recognized in
2011, 2010 and 2009.

Our Response: Honeywell’s
total revenue from long-term contracts using percentage-of- completion method
was 16 percent or less in each of the last three fiscal years. The table below
shows Honeywell’s aggregate gross amounts of favorable and unfavorable changes
in estimates recognized in 2011, 2010 and 2009.

    (in millions)

    2011

    2010

    2009

    Gross
            Favorable Adjustments

    $

    300

    $

    288

    $

    273

    Gross Unfavorable Adjustments

    $

    (211

    )

    $

    (167

    )

    $

    (157

    )

    Net Adjustments

    $

    89

    $

    121

    $

    116

    Total Consolidated Segment
            Profit

    $

    5,357

    $

    4,485

    $

    3,991

    Net Adjustments
            -% of Total Consolidated Segment Profit

    1.7%

    2.7%

    2.9%

As reflected
above, changes in estimates related to the percentage-of-completion method were
not material to Honeywell’s results of operations in any of the last three
fiscal years. Consistent with the revenue recognition guidance for
percentage-of-completion accounting, these changes in estimates reflect
continuous and normal course accounting. Consistent with our large number of
customer contracts and continuous monitoring process, we typically have a large
number of small dollar adjustments. In the most recent year ended December 31,
2011, we had more than 13,300 gross favorable adjustments and 10,200 gross
unfavorable adjustments with an average gross dollar per adjustment of approximately
$22,500 and $20,500 respectively. No single adjustment was greater than $4.5
million or 0.08% of total consolidated segment profit. As part of the standard
quarterly close process, we review and monitor any significant changes in
estimates for percentage-of-completion contracts. We perform 1) a full
estimate-at-completion (“EAC”) analysis of percentage-of-completion contracts
at least annually, 2) a full EAC analysis of percentage-of-completion contracts
with cost variances, 3) a quarterly review of key changes or drivers in
percentage-of-completion contracts, and 4) a final review upon project
completion (except, in the case of items 1-3 above, where the contract is of an
insignificant amount or the cost variance is de minimis, as applicable). Due to
the lack of materiality of changes in estimates in each of the last three
fiscal years, we do not believe that any additional disclosure regarding these
changes was necessary. If changes in estimates were to become material,
individually or in aggregate, we would include appropriate disclosure in future
filings.

* * * * * * * *

Honeywell acknowledges its responsibility for
the adequacy and accuracy of the disclosure in its filings under the Securities
Exchange Act of 1934. We also acknowledge that Staff comments or changes to
disclosures in response to Staff comments do not foreclose the Commission from
taking action with respect to the filings and that Honeywell may not assert
Staff comments as a defense in any proceeding initiated by the Commission or
any person under the federal securities laws of the United States.

If you have any questions or would like to
discuss any aspect of this letter, please call the undersigned at (973)
455-3354, or Tom Larkins, Vice President, Corporate Secretary and Deputy
General Counsel, at (973) 455-5208.

Sincerely,

/s/ Kathleen
A. Winters

Kathleen A. Winters
Vice President and Controller