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): Jan. 31, 1996
The Stanley Works
(Exact name of registrant as specified in charter)
Connecticut 1-5224 06-058860
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1000 Stanley Drive, New Britain, Connecticut 06053
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(860) 225-5111
Not Applicable
(Former name or former address, if changed since last report)
Page 1 of 94 pages
Exhibit Index is located on Page 4
Item 5. Other Events.
1. On January 31, 1996, the Registrant issued a
press release.
Attached as Exhibit (20)(i) is a copy of the
Registrant's press release. This Exhibit is incorporated herein by reference.
2. On January 31, 1996, the Board of Directors
of the Registrant extended the benefits offered by the Rights Agreement, dated
as of February 26, 1986, between the Registrant and the Rights Agent named
therein (the "1986 Rights Agreement") and implemented such extension by the
execution of the Rights Agreement, dated as of January 31, 1996, between Stanley
and the Rights Agent named therein (the "1996 Rights Agreement") that will
become effective upon the expiration of the 1986 Rights Agreement at the close
of business on March 10, 1996 or upon such earlier date as the rights issued
under 1986 Rights Agreement are redeemed.
Attached as Exhibit 4(i) is a copy of the 1996
Rights Agreement. This Exhibit is incorporated herein by
reference.
3. On January 31, 1996, the Board of Directors
of the Registrant amended the terms of the Deferred Compensation
Plan for Non-Employee Directors.
Attached hereto as Exhibit 10(i) is a copy of the
Deferred Compensation Plan for Non-Employee Directors as so
amended. This Exhibit is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(c) 4(i) Rights Agreement dated as of January 31,
1996, between The Stanley Works and
State Street Bank and Trust Company, as
Rights Agent.
10(i) Deferred Compensation Plan for Non-
Employee Directors.
(20)(i) Press release dated January 31, 1996
announcing Stanley's 1995 year end
results.
Page 2 of 94
SIGNATURE
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, thereunto duly authorized
THE STANLEY WORKS
Date: January 31, 1996 By: Stephen S. Weddle
-----------------
Name:Stephen S. Weddle
Title:Vice President,
General Counsel and
Secretary
Page 3 of 94
EXHIBIT INDEX
Current Report on Form 8-K
Dated January 31, 1996
Exhibit No. Page
4 (i) 5
10 (i) 79
20(i) 84
Page 4 of 94