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

Jul 26, 2005

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2005-07-26

Reporting Person: Boswell Justin C (Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2371.025	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Interest in Employer Stock Fund	$		Common Stock (1001.2484)		Direct
Interest in Employer Stock Fund	$		Common Stock (903.6583)		Direct
NQSO (rights to buy)	$39.00	2011-10-18	Common Stock (6000)		Direct
NQSO (rights to buy)	$30.9600	2012-10-16	Common Stock (40000)		Direct
NQSO (rights to buy)	$31.31	2013-10-15	Common Stock (18750)		Direct
NQSO (rights to buy)	$41.4250	2014-10-15	Common Stock (25000)		Direct

Footnotes

F1: Represents number of shares held for the reporting person under the Company's 401(k) Savings Plan as of 7/20/05

F2: Represents number of shares held for the reporting person under the Company's Supplemental Savings Plan as of 7/20/05

F3: Currently Vested

F4: Distributions are generally made following termination of employment

F5: 6,000 shares exercisable on 10/19/06

F6: 20,000 shares exercisable on 10/17/05 & 20,000 shares exercisable on 10/17/07

F7: 6,250 shares exercisable on 10/16/05, 6,250 shares exercisable on 10/16/06 & 6,250 shares exercisable on 10/16/07

F8: 6,250 shares exercisable on 10/15/05, 6,250 shares exercisable on 10/15/06, 6,250 shares exerercisable on 10/15/07 & 6,250 shares exercisable on 10/15/08

F9: Common shares purchased from time to time by the trustee of the plan for current market value

F10: Common shares are credited from time to time based on current market value