






                                                    Exhibit 24


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                                POWER OF ATTORNEY

We, the  undersigned  officers and directors of The Stanley Works, a Connecticut
corporation (the  "Corporation"),  hereby severally constitute Stephen S. Weddle
and Brenda Bemben our true and lawful attorneys with full power of substitution,
to  sign  for us and  in our  names  in  the  capacities  indicated  below,  the
Registration  Statement on Form S-8 of the Corporation  filed herewith,  and any
and all amendments thereto,  and generally to do all such things in our name and
on our  behalf in our  capacities  as  officers  and  directors  to  enable  the
Corporation  to comply with the  provisions  of the  Securities  Act of 1933, as
amended,  all  requirements of the Securities and Exchange  Commission,  and all
requirements  of any other  applicable law or regulation,  hereby  ratifying and
confirming our signatures as they may be signed by our said attorneys, or either
of them,  to such  Registration  Statement and any and all  amendments  thereto,
including post-effective amendments. 

SIGNATURE                         TITLE                                 DATE


 Richard H. Ayers                 Chairman,                      August 30, 1995
 Richard H. Ayers                 Chief Executive Officer
                                  and Director


 Richard Huck                     Vice President,                August 29, 1995
 Richard Huck                     Finance and Chief
                                  Financial Officer


                                  President                      August 31, 1995
 R. Alan Hunter                   and Chief Operating
                                  Officer



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SIGNATURE                         TITLE                               DATE


   Theresa F. Yerkes        Vice President and                   August 29, 1995
   Theresa F. Yerkes        Controller (Chief
                            Accounting Officer)


   Stillman B. Brown                  Director                  August 30, 1995
   Stillman B. Brown


   Edgar R. Fiedler                   Director                  August 30, 1995
   Edgar R. Fiedler


   Mannie L.Jackson                   Director                  August 30, 1995
   Mannie L. Jackson


   James G. Kaiser                     Director                  August 30, 1995
   James G. Kaiser


   Eileen S. Kraus                      Director                 August 30, 1995
   Eileen S. Kraus


   George A. Lorch                     Director                  August 29, 1995
   George A. Lorch


   Walter J. McNerney                   Director                 August 30, 1995
   Walter J. McNerney


   Gertrude G. Michelson               Director                 August 29, 1995
   Gertrude G. Michelson


   John S. Scott                      Director                  August 30, 1995
   John S. Scott


   Hugo E. Uyterhoeven                Director                  August 30, 1995
   Hugo E. Uyterhoeven


   Walter W. Williams                  Director                 August 29, 1995
   Walter W. Williams




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