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

May 12, 2006

30549_dirs_2006-05-12_571a0b17-43d1-4358-b8ab-d572067d3a55.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2006-05-10

Reporting Person: GARLOCK JOHN G (V.P., Pres.-Fastening Systems)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-05-10 Common Stock M 50000 $19.3438 Acquired 52500 Direct
2006-05-10 Common Stock S 50000 $52.0629 Acquired 2500 Direct
2006-05-10 Common Stock A 6.8517 Acquired 592.8793 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2006-05-10 Interest in Employer Stock Fund $ A 80.4418 Acquired Common Stock (80.4418) Direct
2006-05-10 Interest in Employer Stock Fund $ A 26.3551 Acquired Common Stock (26.3551) Direct
2006-05-01 Stock Option (right to buy) $19.3438 M 50000 Disposed 2010-10-17 Common Stock (50000) Direct

Footnotes

F1: Represents number of shares held for the reporting person under the Company's 401(k) Savings Plan as of 4/28/06, including aggregate number of shares acquired on various dates since date of last report

F2: Represents number of shares notionally held for reporting person under the Company's Supplemental Savings Plan as of 4/28/06, 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 4/3/06, including aggregate number of shares acquired on various dates since date of last report