<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>10
<FILENAME>s505575.txt
<DESCRIPTION>EX. 24.1 - POWER OF ATTORNEY
<TEXT>
                                                                  Exhibit 24.1


                               POWER OF ATTORNEY


         Each person whose signature appears below hereby constitutes and
appoints Bruce H. Beatt, his true and lawful attorney-in-fact and agent with
full power of substitution and resubstitution, for him in his name, place and
stead, in any and all capacities, to execute a registration statement on Form
S-3 relating to the registration of up to $900,000,000 of one or more series
of securities including, without limitation, debt securities, preferred stock,
common stock, warrants, depositary shares, stock purchase contracts and stock
purchase units of The Stanley Works, a Connecticut corporation, and to sign
any and all amendments and supplements to such registration statement,
including post-effective amendments, and any additional registration statement
pursuant to Rule 462(b) under the Securities Act of 1933 and other instruments
necessary or appropriate in connection therewith, and to file the same, with
all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, and hereby grants to such attorney-in-fact
and agent, full power and authority to do and perform each and every act and
thing requisite and necessary or desirable to be done, and to take or cause to
be taken any and all such further actions in connection with such registration
statement as such attorney-in-fact and agent, in his sole discretion, deems
necessary or appropriate, as fully to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent or his substitute or substitutes may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
power of attorney has been signed by the following persons in the capacities
and on the dates indicated.


<TABLE>
<CAPTION>

      Signature                               Title                                  Date
      ---------                               -----                                  ----


<S>                              <C>                                             <C>
/s/ John M. Trani                Chairman, Chief Executive Officer and           October 14, 2003
------------------------         Director (Principal Executive Officer)
John M. Trani


/s/ James M. Loree               Executive Vice President and Chief              October 14, 2003
------------------------         Financial Officer (Principal Financial
James M. Loree                   Officer)


/s/ Donald Allan Jr.             Vice President and Controller (Principal        October 21, 2003
------------------------         Accounting Officer)
Donald Allan Jr.


/s/ John G. Breen                Director                                        October 14, 2003
------------------------
John G. Breen


-------------------------        Director                                        October    , 2003
 Robert G. Britz


/s/ Stillman B. Brown            Director                                        October 14, 2003
------------------------
Stillman B. Brown


-------------------------        Director                                        October    , 2003
Virgis W. Colbert


/s/ Emmanuel A. Kampouris        Director                                        October 14, 2003
-------------------------
Emmanuel A. Kampouris


/s/ Eileen S. Kraus              Director                                        October 14, 2003
------------------------
Eileen S. Kraus


/s/ John D. Opie                 Director                                        October 14, 2003
------------------------
John D. Opie


/s/ Derek V. Smith               Director                                        October 14, 2003
------------------------
Derek V. Smith


/s/ Kathryn D. Wriston           Director                                        October 14, 2003
------------------------
Kathryn D. Wriston
</TABLE>




</TEXT>
</DOCUMENT>
