STANLEY BLACK & DECKER, INC. — Director's Dealing 2005

Aug 9, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2005-07-27

Reporting Person: MATHIEU MARK J (V.P., Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-07-27	Common Stock	S	1226.001	$49.05	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-08-09	Interest in Employer Stock Fund	$	A	31.1392	Acquired		Common Stock (31.1392)	Direct

Footnotes

F1: Represents number of shares held for the reporting person under the Company's 401(k) Savings Plan as of 7/31/05, including aggregate number of shares acquired on various dates since date of last report

F2: Exempt