THE STANLEY WORKS AND SUBSIDIARIES COMPUTATION OF EARNINGS PER SHARE (dollars and shares in thousands except per share amounts) THIRD QUARTER ENDED NINE MONTHS ENDED SEPT 28 SEPT 30 SEPT 28 SEPT 30 1996 1995 1996 1995 Earnings per common share: Weighted average shares outstanding 88,847 88,579 88,832 88,718 ====== ====== ====== ====== Net earnings (loss) $37,677 ($1,713) $99,867 $58,473 ====== ======= ======= ======= Per share amounts $0.42 ($0.02) $1.12 $0.66 ====== ======= ======= ======= PRIMARY: Weighted average shares outstanding 88,847 88,579 88,832 88,718 Dilutive common stock equivalents - based on the treasury stock method using average market price 1,296 1,052 1,327 988 ------ ------ ------ ------ 90,143 89,631 90,159 89,706 ====== ====== ====== ====== Per share amounts $0.42 ($0.02) $1.11 $0.65 ====== ====== ====== ====== FULLY DILUTED: Weighted average shares outstanding 88,847 88,579 88,832 88,718 Dilutive common stock equivalents - based on the treasury stock method using the quarter end market price if higher than average market price 1,296 1,176 1,348 1,030 ------ ------ ------ ------ 90,143 89,755 90,180 89,748 ====== ====== ====== ====== Per share amounts $0.42 ($0.02) $1.11 $0.65 ====== ====== ====== ====== Note: This calculation is submitted in accordance with Regulation S-K item 601(b)(11) although not required by footnote 2 to paragraph 14 of APB Opinion No. 15 because it results in dilution of less than 3%. The weighted average number of shares for prior periods have been restated to give retroactive effect to the two-for-one stock split declared on April 17, 1996.