SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Boswell Justin C (Last) (First) (Middle) 1000 STANLEY DRIVE (Street) NEW BRITAIN, CT X1 06053 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/26/2005	3. Issuer Name and Ticker or Trading Symbol STANLEY WORKS [ SWK ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Vice President	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,371.025	I	Through Computershare under ESPP

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Interest in Employer Stock Fund(1)	(3)	(4)	Common Stock	1,001.2484	(9)	D
Interest in Employer Stock Fund(2)	(3)	(4)	Common Stock	903.6583	(10)	D
NQSO (rights to buy)	(5)	10/18/2011	Common Stock	6,000	$39	D
NQSO (rights to buy)	(6)	10/16/2012	Common Stock	40,000	$30.96	D
NQSO (rights to buy)	(7)	10/15/2013	Common Stock	18,750	$31.31	D
NQSO (rights to buy)	(8)	10/15/2014	Common Stock	25,000	$41.425	D

Explanation of Responses:

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

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

3. Currently Vested

4. Distributions are generally made following termination of employment

5. 6,000 shares exercisable on 10/19/06

6. 20,000 shares exercisable on 10/17/05 & 20,000 shares exercisable on 10/17/07

7. 6,250 shares exercisable on 10/16/05, 6,250 shares exercisable on 10/16/06 & 6,250 shares exercisable on 10/16/07

8. 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

9. Common shares purchased from time to time by the trustee of the plan for current market value

10. Common shares are credited from time to time based on current market value

Remarks:

	By: Justin C. Boswell	07/26/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.