STANLEY BLACK & DECKER, INC. — Director's Dealing 2006

Dec 13, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2006-12-11

Reporting Person: Ansell Jeffrey D (V.P., Pres. Consumer Tools)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-12-11	Common Stock	J	100.9039	—	Acquired	1135.9590	Indirect
2006-12-11	Common Stock	A	2500	—	Acquired	3750	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-11	Interest in Employer Stock Fund	$	D	9.2656	Acquired		Common Stock (9.2656)	Direct
2006-12-11	Interest in Employer Stock Fund	$	A	20.1114	Acquired		Common Stock (20.1114)	Direct
2006-12-11	Stock Option (right to buy)	$51.135	A	10000	Acquired	2016-12-10	Common Stock (10000)	Direct

Footnotes

F1: Represents number of shares held for the reporting person under the Company's 401(k) Savings Plan as of 11/30/06, including aggregate number of shares acquired or disposed of on various dates since date of last report. Because interest in Plan is denominated in cash, fluctuation in share price since the date of last report resulted in a small reduction in associated number of shares.

F2: Represents number of shares notionally held for reporting person under the Company's Supplemental Savings Plan as of 11/30/06, including aggregate number of shares acquired on various dates since date of last report

F3: Exempt

F4: Aggregate number of shares held in ESPP as of 11/21/06 including aggregate number of shares acquired on various dates since date of last report

F5: The option will become exercisable in four equal annual installments on December 11, 2007, 2008, 2009 and 2010.

F6: Shares to be delivered upon vesting of restricted stock units that vest in four equal annual installments beginning on December 11, 2007.