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):  February 5, 2004
                                                   ----------------------------


                               The Stanley Works
--------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


  Connecticut                  1-5224                  06-0548860
----------------          ----------------           -------------
(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)




                       Exhibit Index is located on Page 3

                               Page 1 of 5 Pages






Item 5.     Other Events.

            The Stanley Works has announced the election of John F. Lundgren to
            the posts of chairman and chief executive officer, effective
            March 1, 2004. A copy of the press release announcing Mr. Lundgren's
            election is filed herewith as Exhibit 99.1 and is hereby
            incorporated by reference.


Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits.

   (c)      Exhibits.

            Exhibit No.  Description
            -----------  ------------

             99.1        Press release, dated February 5, 2004 issued by The
                         Stanley Works, announcing the election of John F.
                         Lundgren to the posts of chairman and chief executive
                         officer, effective March 1, 2004.














                                Page 2 of 5 Pages




                                    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: February 5, 2004            By:   /s/ Bruce H. Beatt
      ----------------            ---------------------------------
                                  Name:   Bruce H. Beatt
                                  Title:  Vice President, General
                                          Counsel and Secretary





                                  EXHIBIT INDEX
                           Current Report on Form 8-K
                             Dated February 5, 2004



                             Exhibit No.     Page
                             -----------    ------

                                99.1          4











                            Page 3 of 5 Pages





                                                                   Exhibit 99.1

FOR IMMEDIATE RELEASE


The Stanley Works Names John F. Lundgren Chairman and Chief Executive Officer

New  Britain,  Connecticut,  February 5,  2004...  The Board of Directors of The
Stanley  Works (NYSE:  SWK) today  announced the election of John F. Lundgren to
the posts of chairman  and chief  executive  officer,  effective  March 1, 2004,
concluding the board's search to fill this position.  He will head the Office of
the CEO and will oversee all corporate functions and business operations.

Mr. Lundgren,  52, has been employed by Georgia-Pacific  Corporation since 2000,
as  President  - European  Consumer  Products,  a $2 billion  business  based in
London. In that role, he has served industrial and consumer customers, including
large retailers across Europe. As president of European operations,  he reported
to Georgia-Pacific's Chairman & CEO.

Mr. Lundgren held that same position with James River Corporation from 1995-1997
and  Fort  James   Corporation   from   1997-2000   until  its   acquisition  by
Georgia-Pacific  in 2000.  In this role he  directed  all  operations,  business
strategy,  long-range  planning,  merger and acquisition  activity including the
integration of acquired businesses, divestitures and strategic services.

The interim structure  announced January 2, which includes John D. Opie, interim
Chairman,  Joseph J.  DeAngelo,  Executive  Vice President and President - Tools
Group,  and James M. Loree,  Executive  Vice  President - Finance and CFO,  will
continue to oversee the company's  operations until March 1. Mr. Opie commented:
"We are delighted to announce the  appointment of John Lundgren as Stanley's new
Chairman  and CEO.  John has the  experience  and the ideal  background  to lead
Stanley  through  the  growth  phase of its  corporate  development.  His strong
marketing, strategic planning and portfolio realignment skills line up perfectly
with our growth  objectives.  I am confident  the company will  continue to make
strong progress with all of its customer and investor focused  initiatives under
his leadership."

                                Page 4 of 5 Pages


Mr. Lundgren stated:  "I was pleased to see Stanley report strong fourth quarter
growth last week.  I have watched  with great  interest as the company  recently
took several key steps to  reposition  its  portfolio of businesses to achieve a
stronger  presence  in favored  markets.  The two growth  platforms  - Tools and
Security  Solutions - are a great base upon which the company's growth phase can
be built.  Recognizing the great potential for high performance inherent in this
strategy, I look forward to continuing the process of achieving sustained growth
and enhanced shareholder returns."

Mr.  Lundgren  added:  "This  company has a proud history and, at the same time,
enormous potential.  It is a real privilege to be able to oversee a 160 year-old
company that is recognized throughout the world as a great brand name."

Prior to 1995,  Mr.  Lundgren held positions of increasing  responsibility  with
Jamont N.V. (a James River joint venture), James River Corporation, American Can
Company and Gillette Company in a variety of disciplines that included strategic
planning,  corporate development,  marketing and product management. He holds an
M.B.A. from Stanford University and a B.A. from Dartmouth College.

The  Stanley  Works,  an S&P 500  company,  is a  worldwide  supplier  of tools,
hardware and security  solutions for professional,  industrial and consumer use.
More information  about The Stanley Works,  including  corporate press releases,
can be found at http://www.stanleyworks.com.

Contact: Gerry Gould, Vice President - Investor Relations at (860) 827-3833
                                       ggould@ stanleyworks.com








                                Page 5 of 5 Pages