STANLEY BLACK & DECKER, INC. — Director's Dealing 2007

Dec 11, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STANLEY WORKS (SWK)
CIK: 0000093556
Period of Report: 2007-12-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-12-10	Common Stock	A	3750	—	Acquired	8553	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-12-10	Interest in Employer Stock Fund	$	D	78.1342	Disposed		Common Stock (78.1342)	Direct
2007-12-10	Stock Option (right to buy)	$51.125	M	15000	Acquired	2017-12-09	Common Stock (15000)	Direct

Footnotes

F1: Represents number of shares held for the reporting person under the Company?s 401(k) Savings Plan as of 11/30/07, 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: Exempt

F3: The option will become exercisable in four equal annual installments on December 10, 2008, 2009, 2010 and 2011

F4: Shares to be delivered upon vesting of restricted stock units that vest in four equal annual installments beginning on December 10, 2008