-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HqdZqcgMSPQ2PfhCWYzwaE9VB8H1+UPvKrFvZ726hlUAIZ5QsmIrKYiXqbAkXX75 c1CbbBrhOcgQVn7oynM1JQ== 0000012355-02-000024.txt : 20020812 0000012355-02-000024.hdr.sgml : 20020812 20020812165608 ACCESSION NUMBER: 0000012355-02-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020812 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLACK & DECKER CORP CENTRAL INDEX KEY: 0000012355 STANDARD INDUSTRIAL CLASSIFICATION: METALWORKING MACHINERY & EQUIPMENT [3540] IRS NUMBER: 520248090 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-03593 FILM NUMBER: 02727339 BUSINESS ADDRESS: STREET 1: 701 E JOPPA RD CITY: TOWSON STATE: MD ZIP: 21286 BUSINESS PHONE: 4107163900 MAIL ADDRESS: STREET 1: 701 EAST JOPPA ROAD STREET 2: MAIL STOP TW 290 CITY: TOWSON STATE: MD ZIP: 21286 FORMER COMPANY: FORMER CONFORMED NAME: BLACK & DECKER MANUFACTURING CO DATE OF NAME CHANGE: 19850206 8-K 1 form8k08122002a.txt FORM 8-K DATED AUGUST 12, 2002 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 12, 2002 ------------------------------- THE BLACK & DECKER CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 1-1553 52-0248090 - ------------------------ ------------------------- ---------------------- (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 701 East Joppa Road, Towson, Maryland 21286 - ------------------------------------- ---------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 410-716-3900 ---------------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 9. REGULATION FD DISCLOSURE On August 12, 2002, pursuant to Securities and Exchange Commission Order No. 4-460, Nolan D. Archibald, the Corporation's Chairman, President, and Chief Executive Officer, and Michael D. Mangan, the Corporation's Senior Vice President and Chief Financial Officer, submitted to the Securities and Exchange Commission sworn statements. For informational purposes, the Corporation has included as Exhibits 99.0 and 99.1 to this Current Report on Form 8-K, conformed copies of the sworn statements dated August 12, 2002. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99.0 Statement Under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings Exhibit 99.1 Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings THE BLACK & DECKER CORPORATION S I G N A T U R E S Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE BLACK & DECKER CORPORATION By: /s/ CHARLES E. FENTON ----------------------------------------- Charles E. Fenton Senior Vice President and General Counsel Date: August 12, 2002 EX-99 3 form8k08122002b.txt EXHIBIT 99.0, CEO STATEMENT EXHIBIT 99.0 Statement Under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Nolan D. Archibald, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of The Black & Decker Corporation, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the fiscal year ended December 31, 2001 of The Black & Decker Corporation; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of The Black & Decker Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ NOLAN D. ARCHIBALD - ---------------------- Nolan D. Archibald August 12, 2002 Subscribed and sworn to before me this 12th day of August, 2002. /s/ LOWELL R. BOWEN ------------------- Notary Public My Commission Expires: 12/01/03 [Notary Seal] Lowell R. Bowen Notary Public Baltimore County, Maryland EX-99 4 form8k08122002c.txt EXHIBIT 99.1, CFO STATEMENT EXHIBIT 99.1 Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Michael D. Mangan, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of The Black & Decker Corporation, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the fiscal year ended December 31, 2001 of The Black & Decker Corporation; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of The Black & Decker Corporation filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ MICHAEL D. MANGAN - ---------------------- Michael D. Mangan August 12, 2002 Subscribed and sworn to before me this 12th day of August, 2002. /s/ LOWELL R. BOWEN -------------------- Notary Public My Commission Expires: 12/01/03 [Notary Seal] Lowell R. Bowen Notary Public Baltimore County, Maryland -----END PRIVACY-ENHANCED MESSAGE-----