Exhibit 20 (i)



                              FOR IMMEDIATE RELEASE

                 THE STANLEY WORKS REPORTS 4TH QUARTER EARNINGS

New Britain,  Connecticut,  January 28, 1999:  The Stanley  Works (NYSE:  "SWK")
announced that "core" earnings  increased 2% in its fiscal year ended January 2,
1999,  but  decreased  11%  in  its  fourth   quarter.   Core  results   exclude
restructuring charges,  restructuring-related transition costs and certain other
non-recurring costs as defined below.

Fourth  quarter core net income was $44.5  million,  or $.50 per diluted  share,
compared  with prior year core  earnings of $50.1  million,  or $.55 per diluted
share. Reported earnings were $25.8 million, or $.29 per diluted share, compared
with the prior year's fourth  quarter net income of $26.5  million,  or $.29 per
diluted  share.  These amounts  reflect  $27.8  million,  or $.21 per share,  of
restructuring-related  transition and other  non-recurring costs incurred in the
fourth quarter this year and $29.6 million, or $.20 per share in the prior year.

Net sales declined 3% to $676 million from $699 million last year. These results
included  3% growth  from  acquisitions,  more than  offset by a 6%  decline  in
ongoing business.  A fourteenth week in the fourth quarter of 1997 accounted for
approximately half of the volume decrease.  Volume was soft in hand tools in the
U.S.,  hand tools and fastening  systems in Europe,  and across  industrial  and
commercial markets in North America.

John M. Trani,  Chairman and Chief  Executive  Officer,  commented:  "Weak order
rates  experienced in September  continued  throughout  the quarter.  Industrial
markets  remained soft and the normal  year-end flurry of retail customer orders
did not  materialize,  particularly in the U.K. and France.  Existing  inventory
levels at key customers are sufficient and now are a quarterly focus for them as
well."

Core gross margin in the fourth quarter was 33.3% of sales versus 34.3% in 1997,
as a result of lower  volume and a mix to  lower-margin  consumer  products.  In
addition,  productivity  programs and successful  pricing  initiatives were more
than offset by continued production and distribution inefficiencies.

Selling, general and administrative  expenses,  excluding restructuring- related
transition  costs and other  non-recurring  costs,  were 22.4% of sales, up from
21.9% in the fourth quarter last year. This increase


                               Page 4 of 10 Pages






resulted  from  higher  selling  costs  as  anticipated  for  the  MacDirect(TM)
initiative,  increased  engineering  expenses,  and  costs to  improve  customer
service.  Core  operating  margin  decreased to 10.8% of sales from 12.4% in the
prior year.  Interest  expense  increased  to $5.7  million  from $3.7  million,
reflecting working capital increases and acquisition funding.

For the full year 1998, core earnings  increased 2% and earnings per share 3% to
$193 million or $2.14 per diluted share in 1998 versus $188 million or $2.08 per
share in 1997. Net sales were $2,729  million,  a 2% increase over 1997.  Volume
from ongoing businesses was up 2% on the strength of mechanics tools.

The company's income tax rate on core earnings decreased to 30.4% for the fourth
quarter and 36% for the full year 1998 from 37.5% in both comparable  periods of
1997. These decreases  reflected favorable tax settlements in the fourth quarter
that yielded cash refunds, as well as tax initiatives that were finalized during
the quarter.

Mr.  Trani  stated:  "While the  quarter  was below our  expectation,  there are
several  encouraging signs.  First, fill rates in our Hardware product line have
been fixed, and we are aggressively pursuing orders.  Second, overall fill rates
have been improving slowly and the 80,000-sku  reduction is nearing  completion,
representing  61%  of  the  total  stock-keeping  units.  Third,   MacDirect(TM)
continues to grow at a double-digit rate. Fourth, the ZAG acquisition is proving
to be a winner, and we expect  double-digit  growth in its sales and earnings in
1999.  ZAG's backlog went from less than $2 million at the end of 1997 to nearly
$9  million at the end of 1998  primarily  as a result of  winning  business  at
several large Stanley customers.

"Nonetheless,  the  inefficiencies  in our  manufacturing  processes are all too
clear.  The  complexity  of our  operating  structure  and lack of an integrated
production and sales  planning  system have resulted in more than $50 million in
higher costs to improve  customer  service  through sheer brute force.  The good
news is that these problems are correctable, although not overnight."

Transition  and other costs  incurred in the fourth quarter were $28 million and
represented consulting, moving, start-up and duplicative facility costs incurred
in connection with the company's reallocation of resources announced in mid-1997
and year-2000  compliance costs. To a great extent, the latter  expenditures are
being incurred for systems advances that move the company toward a single set of
operating systems.

The  Stanley  Works,  an S&P 500  company,  is a  worldwide  supplier  of tools,
hardware and door systems for professional, industrial and consumer use.


                               Page 5 of 10 Pages






Investors    Gerard J. Gould                Media     Vance N. Meyer
Contact:     Director, Investor Relations   Contact:  Director,
               (860) 827-3833 office                  Communication & Public
               (860) 658-2718 home                    Affairs
                                                        (860)  827-3871 office
                                                        (203)  795-0581 home

This press  release  contains  forward  looking  statements  as to the company's
ability  improve  customer  service  and to obtain  revenue  growth.  Cautionary
statements  accompanying these  forward-looking  statements are set forth, along
with this news  release,  in a Form 8-K filed with the  Securities  and Exchange
Commission today.

The Stanley Works corporate  press releases are available  through PR Newswire's
"Company News On-Call" service. By FAX: dial  1-800-758-5804,  ext. 874363 or on
the internet at: http://www.prnewswire.com or http://www.stanleyworks.com.




































                               Page 6 of 10 Pages





                 THE STANLEY WORKS AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS
                   (Unaudited, Millions of Dollars)



                                                January 2       January 3
                                                   1999            1998

ASSETS
   Cash and cash equivalents                   $   110.1       $   152.2
   Accounts receivable                             517.0           472.5
   Inventories                                     380.9           301.2
   Other current assets                             78.4            79.4

        Total current assets                     1,086.4         1,005.3

   Property, plant and equipment                   511.4           513.2
   Goodwill and other intangibles                  196.9           104.1
   Deferred income taxes                            34.0            36.1
   Other assets                                    104.2           100.0

                                               $ 1,932.9       $ 1,758.7


LIABILITIES AND SHAREHOLDERS' EQUITY
   Short-term borrowings                       $   222.0       $   130.8
   Accounts payable                                172.1           155.5
   Accrued expenses                                217.7           236.7
   Accrued restructuring                            90.3            99.7

        Total current liabilities                  702.1           622.7

   Long-term debt                                  344.8           283.7
   Other long-term liablities                      216.6           244.5
   Shareholders' equity                            669.4           607.8

                                               $ 1,932.9       $ 1,758.7








                               Page 7 of 10 Pages



                  THE STANLEY WORKS AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF OPERATIONS
        (Unaudited, Millions of Dollars Except Per Share Amounts)




                            Fourth Quarter           Twelve Months
                             1998     1997          1998       1997

Net Sales                  $ 675.8  $ 698.8     $ 2,729.1  $ 2,669.5

Costs and Expenses
  Cost of sales              455.7    469.3       1,792.8    1,783.4
  Selling, general and
    administrative           174.8    172.5         684.7      627.7
  Interest - net               5.7      3.7          23.1       16.6
  Other - net                  3.5      2.7          13.1       21.9
  Restructuring and
    asset write-offs             -        -             -      238.5

                             639.7    648.2       2,513.7    2,688.1

Earnings (Loss) before
    income taxes              36.1     50.6         215.4      (18.6)

Income Taxes                  10.3     24.1          77.6       23.3

Net Earnings (Loss)        $  25.8  $  26.5     $   137.8  $   (41.9)

Net Earnings (Loss) Per
    Share of Common Stock

     Basic                 $  0.29  $  0.30     $    1.54  $   (0.47)

     Diluted               $  0.29  $  0.29     $    1.53  $   (0.47)

Dividends per share        $ 0.215  $  0.20     $     .83  $    0.77

Average shares outstanding
    (in thousands)

     Basic                  89,375   89,517        89,408     89,470

     Diluted                89,745   90,534        90,193     89,470











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