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 13, 2002
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The Stanley Works
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(Exact name of registrant as specified in charter)
Connecticut 1-5224 06-0548860
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1000 Stanley Drive, New Britain, Connecticut 06053
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(860) 225-5111
Not Applicable
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(Former name or former address, if changed since last report)
Exhibit Index is located on Page 4
Page 1 of 7 Pages
Item 5. Other Events.
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In a Press Release attached to this 8-K, the company announced
that its Chairman and Chief Executive Officer, John M. Trani,
and its Vice President and Chief Financial Officer, James M.
Loree, by sworn statements to the U.S. Securities and Exchange
Commission (SEC), today affirmed the accuracy of Stanley's
Form 10-K report for 2001, Form 10-Q reports for the first and
second quarters of 2002, Form 8-K reports filed during 2002
and the company's 2002 proxy statement to shareowners.
Item 7. Financial Statements and Exhibits.
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(c) 20(i) Press Release dated August 13, 2002.
20(ii) Statement Under Oath of Principal Executive
Officer Regarding Facts and Circumstances
Relating to Exchange Act Filings.
20(iii) Statement Under Oath of Principal Financial
Officer Regarding Facts and Circumstances
Relating to Exchange Act Filings.
Page 2 of 7 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: August 13, 2002 By: /s/ Bruce H. Beatt
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Name: Bruce H. Beatt
Title: Vice President, General
Counsel and Secretary
Page 3 of 7 Pages
EXHIBIT INDEX
Current Report on Form 8-K
Dated August 13, 2002
Exhibit No. Page
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20(i) 5
20(ii) 6
20(iii) 7
Page 4 of 7 Pages
Exhibit 20(i)
FOR IMMEDIATE RELEASE
Stanley Works Executive Officers File Sworn Statements With the Securities and
Exchange Commission
New Britain, Connecticut, August 13, 2002. . . The Stanley Works (NYSE: SWK)
announced that its Chairman and Chief Executive Officer, John M. Trani, and its
Vice President and Chief Financial Officer, James M. Loree, by sworn statements
to the U.S. Securities and Exchange Commission (SEC), today affirmed the
accuracy of Stanley's Form 10-K report for 2001, Form 10-Q reports for the first
and second quarters of 2002, Form 8-K reports filed during 2002 and the
company's 2002 proxy statement to shareowners.
These actions are in response to a June 27, 2002, order by the SEC requiring
approximately 950 companies to certify the accuracy of financial reports. These
certifications have been posted on The Stanley Works web site, and may be
accessed at www.stanleyworks.com.
Mr. Trani and Mr. Loree also filed the unqualified certificates required by the
Sarbanes-Oxley Act of 2002 certifying the financial information included in The
Stanley Works Form 10-Q for the quarter ended June 29, 2002.
The Stanley Works, an S&P 500 company, is a worldwide supplier of tools,
hardware and doors for professional, industrial and consumer use.
#################
Contact: Gerard J. Gould
Vice President, Investor Relations
(860) 827-3833
ggould@stanleyworks.com
The Stanley Works corporate press releases are available on the company's
corporate web site at http://www.stanleyworks.com. Click on "Investor Relations"
and then on "News Releases".
Page 5 of 7 Pages
Exhibit 20(ii)
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND
CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, John M. Trani, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
The Stanley Works, and, except as corrected or supplemented in a
subsequent covered report:
* 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
* 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 audit committee of
The Stanley Works.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* Form 10-K of The Stanley Works filed February 22, 2002;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of The Stanley Works filed with the Commission
subsequent to the filing of the Form 10-K identified above; and
* any amendments to any of the foregoing.
/s/ John M. Trani
--------------------- Subscribed and sworn to before me
John M. Trani this 13th day of August, 2002.
Date: 8/13/02
/s/ Joyce A. Griffin
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Notary Public
My Commission Expires: 10/31/04
Page 6 of 7 Pages
Exhibit 20(iii)
STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND
CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, James M. Loree, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
The Stanley Works, and, except as corrected or supplemented in a subsequent
covered report:
* 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
* 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 audit committee of
The Stanley Works.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* Form 10-K of The Stanley Works filed February 22, 2002;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of The Stanley Works filed with the Commission
subsequent to the filing of the Form 10-K identified above; and
* any amendments to any of the foregoing.
/s/ James M. Loree
--------------------------- Subscribed and sworn to before me
James M. Loree this 13th day of August, 2002.
Date: 8/13/02
/s/ Joyce A. Griffin
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Notary Public
My Commission Expires: 10/31/04
Page 7 of 7 Pages