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                            September 30, 2021

       Donald Allan, Jr.
       Chief Financial Officer
       Stanley Black & Decker, Inc.
       1000 Stanley Drive
       New Britain, Connecticut 06053

                                                        Re: Stanley Black &
Decker, Inc.
                                                            Form 10-K for the
Fiscal Year Ended January 2, 2021
                                                            Response dated
August 3, 2021
                                                            File No. 001-05224

       Dear Mr. Allan, Jr.:

              We have reviewed your August 3, 2021 response to our comment
letter and have the
       following comments. In some of our comments, we may ask you to provide
us with information
       so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Fiscal Year Ended January 2, 2021

       Item 1
       Business, page 3

   1.                                                   We note your statement
in your CSR report that your commitment to environmental
                                                        sustainability remains
core to the way you operate, particularly with regard to climate,
                                                        waste and water. We
also note that you provided more expansive disclosure in your CSR
                                                        report than you
provided in your SEC filings. Please advise us what consideration you
                                                        gave to providing the
same type of climate-related disclosure in your SEC filings as you
                                                        provided in your CSR
report.
   2.                                                   We note that you
discuss certain potential impacts of environmental laws and regulations.
                                                        Please identify
material existing climate change-related legislation, regulations, and
                                                        international accords
and any material effect on your business, financial condition, and
                                                        results of operations.
 Donald Allan, Jr.
FirstName  LastNameDonald
Stanley Black & Decker, Inc.Allan, Jr.
Comapany 30,
September  NameStanley
               2021     Black & Decker, Inc.
September
Page 2     30, 2021 Page 2
FirstName LastName
3.       To the extent material, discuss the indirect consequences of
climate-related regulation or
         business trends, such as the following:

                decreased demand for goods or services that produce significant
greenhouse gas
              emissions or are related to carbon-based energy sources;
                increased demand for goods that result in lower emissions than
competing products;
                increased competition to develop innovative new products that
result in lower
              emissions;
                increased demand for generation and transmission of energy from
alternative energy
              sources; and
                any anticipated reputational risks resulting from operations or
products that produce
              material greenhouse gas emissions.
4.       If material, discuss the significant physical effects of climate
change on your operations
         and results. This disclosure may include the following:

                severity of weather, such as floods, hurricanes, extreme fires,
and water availability
              and quality;
                quantification of material weather-related damages to your
property or operations;
              and
                any weather-related impacts on the cost or availability of
insurance.
5.       If material, provide disclosure about your purchase or sale of carbon
credits or offsets and
         any material effects on your business, financial condition, and
results of operations.
Item 1A
Risk Factors, page 9

6.       Disclose the material effects of transition risks related to climate
change that may affect
         your business, financial condition, and results of operations, such as
policy and regulatory
         changes that could impose operational and compliance burdens, market
trends that may
         alter business opportunities, credit risks, or technological changes.
Financial Statements
Notes to Consolidated Financial Statements
Note J - Capital Stock, page 93

7.       We continue to evaluate your responses to comments from our May 28,
2021 and July 22,
         2021 letters and may have additional comments.
8.       We note the existence of a fundamental change make whole provision
related to the
         forward purchase contract, as outlined further on page S-61 of your
final prospectus
         supplement dated May 15, 2017. Please tell us how you evaluated the
make whole
         provision under ASC 815-40 to determine that the forward purchase
commitment met the
         requirements for permanent equity classification.
 Donald Allan, Jr.
FirstName  LastNameDonald
Stanley Black & Decker, Inc.Allan, Jr.
Comapany 30,
September  NameStanley
               2021     Black & Decker, Inc.
September
Page 3     30, 2021 Page 3
FirstName LastName
9.       We note that a holder of the corporate units can transform the
corporate units into treasury
         units and shares of convertible preferred stock, as outlined further
on page S-20 of your
         final prospectus supplement dated May 15, 2017. Please respond to the
following:
             Tell us the business purpose for allowing the corporate units to
be transformed into
              treasury units and shares of convertible preferred stock.
             Tell us whether you are aware of any holders of corporate units
transforming their
              corporate units into treasury units and shares of convertible
preferred stock.
             Clarify whether a holder that transformed their corporate units
into treasury units and
              shares of convertible preferred stock becomes subject to the
modified terms of the
              convertible preferred stock after a successful remarketing.
Earnings Per Share, page 93

10.      We note your response to prior comment 2 regarding the remarketing of
the convertible
         preferred stock. Please respond to the following:
             Tell us the business purpose for the optional remarketing window,
as discussed on
             page S-12 of your final prospectus supplement dated May 15, 2017.
             Tell us whether you have historically remarketed your instruments
under the optional
             remarketing window, or under the final remarketing period. As part
of your
             response, please outline the factors you would consider in
deciding which period to
             remarket the instruments.
             Please clarify whether you are required to conduct a final
remarketing of the
             convertible preferred stock or whether it is optional. In this
regard, we note page 98
             of your Form 10-K indicates that the Series D preferred stock
can be remarketed.
             To the extent known, please tell us what percentage of the
existing holders of the
             convertible preferred stock acquire the remarketed preferred stock
and how many pay
             cash for that acquisition.
Form 10-Q for the Fiscal Quarter Ended July 3, 2021

Other, net, page 42

11.      We refer to your presentation of Other, net, "excluding
acquisition-related and other
         charges." Please revise to identify the resulting measure as a
non-GAAP financial
         measure and provide the disclosures required by Item 10(e) of
Regulation S-K.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations
Business Segment Results, page 43

12.      We note that you discuss segment profit for each reporting segment
"excluding acquisition
         related and other charges." It appears that based on the calculation
in Note Q, Business
         Segments and Geographic Areas, segment profit already excludes
restructuring charges;
         as such, please clarify the expenses that comprise "acquisition
related and other charges"
         and include in your response why restructuring charges are being
excluded from segment
 Donald Allan, Jr.
Stanley Black & Decker, Inc.
September 30, 2021
Page 4
         profit when such expenses do not appear to be allocated to your
reporting segments per
         Note Q.
Form 8-K furnished July 27, 2021

Exhibit 99.1, page 1

13.      Your bullet point disclosure at the top of Exhibit 99.1 discloses
certain items "excluding
         charges," such as gross margin, operating margin, and earnings per
share." You reconcile
         these measures to the nearest GAAP measures on pages 12 and 13 of
Exhibit 99.2. In this
         regard, please address the following:
             revise to clearly state that all measures excluding
acquisition-related charges and
             other are non-GAAP measures;
             provide all disclosures required by Item 2.02 of Form 8-K and Item
10(e)(1)(i) of
             Regulation S-K including disclosure regarding the usefulness of
all non-GAAP
             measures reported in your Form 8-K and how management uses such
measures; and
             revise to title your non-GAAP measures on pages 12 through 15 of
Exhibit 99.2 as
             non-GAAP rather than normalized to appropriately reconcile to the
header of these
             pages and the discussion as revised in accordance with the bullets
above.

       You may contact Heather Clark at 202-551-3624 or Melissa Gilmore at
202-551-3777 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Sergio Chinos at 202-551-7844 or Jennifer Angelini at 202-551-3047 with
any other
questions.



FirstName LastNameDonald Allan, Jr.                           Sincerely,
Comapany NameStanley Black & Decker, Inc.
                                                              Division of
Corporation Finance
September 30, 2021 Page 4                                     Office of
Manufacturing
FirstName LastName