STANLEY BLACK & DECKER, INC. - Director's Dealing 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2003-12-31

Reporting Person: BRITZ ROBERT G (Director)

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-12-31	Deferred Shares	$37.73	A	23.6625	Acquired	1988-08-08	Common Stock (23.6625)	Direct

Security	Shares	Ownership
Common Stock	1000	Direct

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
NQSO N-Emp. Dir. (Rights to Buy)	$23.22	2013-04-23	Common Stock (3000)	3000	Direct
NQSO N-Emp. Dir. (Rights to Buy)	$48.02	2012-04-24	Common Stock (3000)	3000	Direct
See Below	$26.505	1988-08-08	Common Stock (2115.7788)	2115.7788	Direct
Deferred Shares	$0	1988-08-18	Common Stock (311.2033)	311.2033	Direct
Deferred Shares	$27.48	1988-08-08	Common Stock (272.9258)	272.9258	Direct
Deferred Shares	$27.485	1988-08-08	Common Stock (22.7657)	22.7657	Direct
Deferred Shares	$27.98	1988-08-08	Common Stock (26.8049)	26.8049	Direct
Deferred Shares	$29.205	1988-08-08	Common Stock (25.6805)	25.6805	Direct
Deferred Shares	$29.335	1988-08-08	Common Stock (25.5667)	25.5667	Direct
Deferred Shares	$29.39	1988-08-08	Common Stock (26.0921)	26.0921	Direct
Deferred Shares	$29.615	1988-08-08	Common Stock (253.25)	253.25	Direct
Deferred Shares	$30.045	1988-08-08	Common Stock (49.9251)	49.9251	Direct
Deferred Shares	$30.375	1988-08-08	Common Stock (98.7654)	98.7654	Direct
Deferred Shares	$31.2	1988-08-08	Common Stock (120.1923)	120.1923	Direct
Deferred Shares	$32.755	1988-08-08	Common Stock (22.8973)	22.8973	Direct
Deferred Shares	$35.705	1988-08-08	Common Stock (42.0109)	42.0109	Direct
Deferred Shares	$37.635	1988-08-08	Common Stock (19.9283)	19.9283	Direct

F1: Acquisition upon deemed dividend on account "shares"

F2: Book Entry of "shares" in Account under Deferred Compensation Plan for Non-Employees Directors maintained by The Stanley Works