UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(AMENDMENT NO. 1)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER
December 31, 1997 1-1553
THE BLACK & DECKER CORPORATION
(Exact name of registrant as specified in its charter)
Maryland 52-0248090
(State of Incorporation) (I.R.S. Employer Identification Number)
Towson, Maryland 21286
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 410-716-3900
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, par value $.50 per share New York Stock Exchange
Pacific Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
--------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. (X)
The aggregate market value of the voting stock held by non-affiliates of the
registrant as of January 30, 1998, was $4,560,898,176.
The number of shares of Common Stock outstanding as of January 30, 1998, was
95,018,712.
The exhibit index as required by Item 601(a) of Regulation S-K is included in
Item 14 of Part IV of this report.
Documents Incorporated by Reference: Portions of the registrant's definitive
Proxy Statement for the 1998 Annual Meeting of Stockholders are incorporated by
reference in Part III of this Report.
<PAGE>
2
THE BLACK & DECKER CORPORATION AND SUBSIDIARIES
On March 30, 1998, The Black & Decker Corporation hereby amends its Annual
Report on Form 10-K for the year ended December 31, 1997, to include Restated
Financial Data Schedules for the following periods as a result of the
Corporation's adoption of Statement of Financial Accounting Standards No. 128,
Earnings Per Share:
o Year Ended December 31, 1996.
o Year Ended December 31, 1995.
o Quarter Ended March 30, 1997.
o Quarter Ended June 29, 1997.
o Quarter Ended September 28, 1997.
o Quarter Ended March 31, 1996.
o Quarter Ended June 30, 1996.
o Quarter Ended September 29, 1996.
Accordingly, the undersigned hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
year ended December 31, 1997, by deleting those items in their entirety and
inserting in their place the following:
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) List of Financial Statements, Financial Statements Schedules,
and Exhibits
(1) List of Financial Statements
The following consolidated financial statements of the Corporation
and its subsidiaries are included in Item 8 of Part II:
Consolidated Statement of Earnings - years ended December 31,
1997, 1996, and 1995.
Consolidated Balance Sheet - December 31, 1997 and 1996.
Consolidated Statement of Cash Flows - years ended December 31,
1997, 1996, and 1995.
Notes to Consolidated Financial Statements.
Report of Independent Auditors.
(2) List of Financial Statement Schedules
The following financial statement schedules of the Corporation and
its subsidiaries are included herein.
Schedule II - Valuation and Qualifying Accounts and Reserves.
<PAGE>
3
All other schedules for which provision is made in the applicable
accounting regulations of the Commission are not required under
the related instructions or are inapplicable and, therefore, have
been omitted.
(3) List of Exhibits
The following exhibits are either included in this report or
incorporated herein by reference as indicated below:
Exhibit No. Exhibit
3(a) Articles of Restatement of the Charter of
the Corporation included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended June 29, 1997, are
incorporated herein by reference.
3(b) By-Laws of the Corporation, as amended,
included in the Corporation's Quarterly
Report on Form 10-Q for the quarter ended
September 29, 1996, are incorporated herein
by reference.
4(a) Indenture dated as of March 24, 1993, by and
between the Corporation and Security Trust
Company, National Association, included in
the Corporation's Current Report on Form 8-K
filed with the Commission on March 26, 1993,
is incorporated herein by reference.
4(b) Form of 7-1/2% Notes due April 1, 2003,
included in the Corporation's Current Report
on Form 8-K filed with the Commission on
March 26, 1993, is incorporated herein by
reference.
4(c) Form of 6-5/8% Notes due November 15, 2000,
included in the Corporation's Current Report
on Form 8-K filed with the Commission on
November 22, 1993, is incorporated herein by
reference.
4(d) Form of 7% Notes due February 1, 2006,
included in the Corporation's Current Report
on Form 8-K filed with the Commission on
January 20, 1994, is incorporated by
reference.
4(e) Indenture dated as of September 9, 1994, by
and between the Corporation and Marine
Midland Bank, as Trustee, included in the
Corporation's Current Report on Form 8-K
filed with the Commission on September 9,
1994, is incorporated by reference.
<PAGE>
4
4(f) Credit Agreement dated as of April 23, 1996,
among the Corporation, Black & Decker
Holdings Inc. and Black & Decker, as Initial
Borrowers, and the initial Lenders named
therein, as Initial Lenders, and Citibank
International plc, as Facility Agent, and
Citibank International plc and Midland Bank
plc, as Co-Arrangers, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended March 31, 1996, is
incorporated herein by reference.
4(g) Credit Agreement dated as of April 23, 1996,
among the Corporation, Black & Decker
Holdings Inc., Black & Decker, Black &
Decker International Holdings, B.V., Black &
Decker G.m.b.H., Black & Decker (France)
S.A.S., Black & Decker (Nederland) B.V. and
Emhart Glass S.A., as Initial Borrowers, and
the initial Lenders named therein, as
Initial Lenders, and Credit Suisse, as
Administrative Agent, and Citibank, N.A., as
Documentation Agent, and NationsBank, N.A.,
as Syndication Agent, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended March 31, 1996, is
incorporated herein by reference.
The Corporation agrees to furnish a copy of any other documents
with respect to long-term debt instruments of the Corporation and
its subsidiaries upon request.
10(a) The Black & Decker Corporation Deferred
Compensation Plan For Non-Employee
Directors, as amended, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended October 2, 1994, is
incorporated herein by reference.
10(b) The Black & Decker 1986 Stock Option Plan,
as amended, included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended March 30, 1997, is
incorporated herein by reference.
10(c) The Black & Decker 1986 U.K. Approved Option
Scheme, as amended, included in the
Corporation's Registration Statement on Form
S-8 (Reg. No. 33-47651), filed with the
Commission on May 5, 1992, is incorporated
herein by reference.
10(d) The Black & Decker 1989 Stock Option Plan,
as amended, included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended March 30, 1997, is
incorporated herein by reference.
<PAGE>
5
10(e) The Black & Decker 1992 Stock Option Plan,
as amended, included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended March 30, 1997, is
incorporated herein by reference.
10(f) The Black & Decker 1995 Stock Option Plan
for Non-Employee Directors, as amended,
included in the Corporation's Quarterly
Report on Form 10-Q for the quarter ended
March 30, 1997, is incorporated herein by
reference.
10(g) The Black & Decker 1996 Stock Option Plan,
as amended, included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended March 30, 1997, is
incorporated herein by reference.
10(h) The Black & Decker Performance Equity Plan,
as amended, included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1996, is incorporated
herein by reference.
10(i) The Black & Decker Executive Annual
Incentive Plan, included in the definitive
Proxy Statement for the 1996 Annual Meeting
of Stockholders of the Corporation dated
March 1, 1996, is incorporated herein by
reference.
10(j) The Black & Decker Management Annual
Incentive Plan, included in the
Corporation's Annual Report on Form 10-K for
the year ended December 31, 1995, is
incorporated herein by reference.
10(k) Amended and Restated Employment Agreement,
dated as of November 1, 1995, by and between
the Corporation and Nolan D. Archibald,
included in the Corporation's Annual Report
on Form 10-K for the year ended December 31,
1995, is incorporated herein by reference.
10(l) Letter Agreement, dated February 1, 1975, by
and between the Corporation and Alonzo G.
Decker, Jr., included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1990, is incorporated
herein by reference.
10(m)(1) The Black & Decker Supplemental Pension
Plan, as amended, included in the
Corporation's Annual Report on Form 10-K for
the year ended December 31, 1991, is
incorporated herein by reference.
<PAGE>
6
10(m)(2) Amendment to The Black & Decker Supplemental
Pension Plan dated as of May 21, 1997.
10(n)(1) The Black & Decker Executive Deferred
Compensation Plan, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended October 3, 1993, is
incorporated herein by reference.
10(n)(2) Amendment to The Black & Decker Executive
Deferred Compensation Plan dated as of July
17, 1996, included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended June 30, 1996, is incorporated
herein by reference.
10(o)(1) The Black & Decker Supplemental Retirement
Savings Plan, included in the Corporation's
Registration Statement on Form S-8 (Reg. No.
33-65013), filed with the Commission on
December 14, 1995, is incorporated herein by
reference.
10(o)(2) Amendment to The Black & Decker Supplemental
Retirement Savings Plan dated as of April
22, 1997.
10(p) The Black & Decker Supplemental Executive
Retirement Plan, as amended, included in the
Corporation's Annual Report on Form 10-K for
the year ended December 31, 1995, is
incorporated herein by reference.
10(q) The Black & Decker Executive Life Insurance
Program, as amended, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended April 4, 1993, is
incorporated herein by reference.
10(r) The Black & Decker Executive Salary
Continuance Plan, included in the
Corporation's Quarterly Report on Form 10-Q
for the quarter ended April 12, 1995, is
incorporated herein by reference.
10(s) Description of the Corporation's policy and
procedure for relocation of existing
employees (individual transfers), included
in the Corporation's Annual Report on Form
10-K for the year ended December 31, 1991,
is incorporated herein by reference.
10(t) Description of the Corporation's policy and
procedures for relocation of new employees,
included in the Corporation's Annual Report
on Form 10-K for the year ended December 31,
1991, is incorporated herein by reference.
<PAGE>
7
10(u) Description of certain incidental benefits
provided to executive officers of the
Corporation.
10(v) Form of Amendment and Restatement of
Severance Benefits Agreement by and between
the Corporation and approximately 19 of its
key employees, included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1996, is incorporated
herein by reference.
10(w) Amendment and Restatement of Severance
Benefits Agreement, dated January 1, 1997,
by and between the Corporation and Nolan D.
Archibald, included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1996, is incorporated
herein by reference.
10(x) Amendment and Restatement of Severance
Benefits Agreement, dated January 1, 1997,
by and between the Corporation and Joseph
Galli, included in the Corporation's Annual
Report on Form 10-K for the year ended
December 31, 1996, is incorporated herein by
reference.
10(y) Amendment and Restatement of Severance
Benefits Agreement, dated January 1, 1997,
by and between the Corporation and Charles
E. Fenton, included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1996, is incorporated
herein by reference.
10(z) Amendment and Restatement of Severance
Benefits Agreement, dated January 1, 1997,
by and between the Corporation and Dennis G.
Heiner, included in the Corporation's Annual
Report on Form 10-K for the year ended
December 31, 1996, is incorporated herein by
reference.
10(aa) Amendment and Restatement of Severance
Benefits Agreement, dated January 1, 1997,
by and between the Corporation and Thomas M.
Schoewe, included in the Corporation's
Annual Report on Form 10-K for the year
ended December 31, 1996, is incorporated
herein by reference.
10(bb) Letter Agreement dated as of August 13,
1991, by and between the Corporation and
Newell Co., included in the Corporation's
Quarterly Report on Form 10-Q for the
quarter ended June 30, 1991, is incorporated
herein by reference.
<PAGE>
8
10(cc) Standstill Agreement dated as of September
24, 1991, between the Corporation and Newell
Co., included in the Corporation's Current
Report on Form 8-K dated September 25, 1991,
is incorporated herein by reference.
10(dd) Distribution Agreement dated September 9,
1994, by and between the Corporation, Lehman
Brothers Inc., Citicorp Securities, Inc.,
Goldman, Sachs & Co., Morgan Stanley & Co.
Incorporated, NationsBanc Capital Markets,
Inc. and Salomon Brothers Inc., included in
the Corporation's Current Report on Form 8-K
filed with the Commission on September 9,
1994, is incorporated herein by reference.
10(ee) Stock Purchase Agreement dated as of
December 13, 1995, by and among the
Corporation, PRC Investments Inc., PRC Inc.
and Litton Industries, Inc., included in the
Corporation's Annual Report on Form 10-K for
the year ended December 31, 1995, is
incorporated herein by reference.
10(ff)(1) The Black & Decker 1996 Employee Stock
Purchase Plan, included in the definitive
Proxy Statement for the 1996 Annual Meeting
of Stockholders of the Corporation dated
March 1, 1996, is incorporated by reference.
10(ff)(2) Amendment to The Black & Decker 1996
Employee Stock Purchase Plan, as adopted on
February 12, 1997, included in the
Corporation's Annual Report on Form 10-K for
the year ended December 31, 1996, is
incorporated herein by reference.
11 Computation of Earnings Per Share.
12 Computation of Ratios.
21 List of Subsidiaries.
23 Consent of Independent Auditors.
24 Powers of Attorney.
27 Financial Data Schedule - year ended
December 31, 1997.
27(a) Restated Financial Data Schedule - year
ended December 31, 1996.
27(b) Restated Financial Data Schedule - year
ended December 31, 1995.
<PAGE>
9
27(c) Restated Financial Data Schedule - quarter
ended March 30, 1997.
27(d) Restated Financial Data Schedule - quarter
ended June 29, 1997.
27(e) Restated Financial Data Schedule - quarter
ended September 28, 1997.
27(f) Restated Financial Data Schedule - quarter
ended March 31, 1996.
27(g) Restated Financial Data Schedule - quarter
ended June 30, 1996.
27(h) Restated Financial Data Schedule - quarter
ended September 29, 1996.
All other items are "not applicable" or "none".
(b) Reports on Form 8-K
The Corporation did not file any reports on Form 8-K during the twelve
month period ended December 31, 1997.
All other items are "not applicable" or "none".
(c) Exhibits
The exhibits required by Item 601 of Regulation S-K are filed herewith.
(d) Financial Statement Schedules
The Financial Statement Schedule required by Regulation S-X is filed
herewith.
<PAGE>
10
SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
THE BLACK & DECKER CORPORATION AND SUBSIDIARIES
(Millions of Dollars)
<TABLE>
<CAPTION>
Balance Additions Other
At Charged Changes Balance
Beginning to Costs Add At End
Description of Period and Expenses Deductions (Deduct) of Period
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Year Ended December 31, 1997
Reserve for doubtful accounts
and cash discounts $ 44.0 $ 70.0 $ 63.8(A) $ (2.4)(B) $ 47.8
===========================================================================================================================
Year Ended December 31, 1996
Reserve for doubtful accounts
and cash discounts $ 43.1 $ 58.1 $ 56.7(A) $ (.5)(B) $ 44.0
===========================================================================================================================
Year Ended December 31, 1995
Reserve for doubtful accounts
and cash discounts $ 38.2 $ 56.6 $ 52.9(A) $ 1.2 (B) $ 43.1
===========================================================================================================================
<FN>
(A) Accounts written off during the year and cash discounts taken by customers.
(B) Primarily includes currency translation adjustments.
</FN>
</TABLE>
<PAGE>
11
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
THE BLACK & DECKER CORPORATION
Date: March 30, 1998 By: /s/ STEPHEN F. REEVES
---------------------- ----------------------------------
Stephen F. Reeves
Vice President and Controller
(Principal Accounting Officer)
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<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 141,800
<SECURITIES> 0
<RECEIVABLES> 716,400<F1>
<ALLOWANCES> 44,000
<INVENTORY> 747,800
<CURRENT-ASSETS> 1,804,200
<PP&E> 1,882,100<F2>
<DEPRECIATION> 976,300
<TOTAL-ASSETS> 5,153,500
<CURRENT-LIABILITIES> 1,506,600
<BONDS> 1,415,800
0
0
<COMMON> 47,100
<OTHER-SE> 1,585,300
<TOTAL-LIABILITY-AND-EQUITY> 5,153,500
<SALES> 4,914,400
<TOTAL-REVENUES> 4,914,400
<CGS> 3,156,600
<TOTAL-COSTS> 4,557,500
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<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 140,100
<INCOME-PRETAX> 202,700
<INCOME-TAX> 43,500
<INCOME-CONTINUING> 159,200
<DISCONTINUED> 70,400
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 229,600
<EPS-PRIMARY> 2.48<F3><F4>
<EPS-DILUTED> 2.39<F4>
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<F1>Represents trade receivables, before allowances.
<F2>Represents property, plant, and equipment at cost.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
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<PERIOD-END> DEC-31-1995
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<RECEIVABLES> 694,400<F1>
<ALLOWANCES> 43,100
<INVENTORY> 855,700
<CURRENT-ASSETS> 2,106,600
<PP&E> 1,772,200<F2>
<DEPRECIATION> 905,400
<TOTAL-ASSETS> 5,545,300
<CURRENT-LIABILITIES> 1,786,900
<BONDS> 1,704,500
0
150,000
<COMMON> 43,200
<OTHER-SE> 1,230,000
<TOTAL-LIABILITY-AND-EQUITY> 5,545,300
<SALES> 4,766,100
<TOTAL-REVENUES> 4,766,100
<CGS> 3,016,700
<TOTAL-COSTS> 4,340,000
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<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 193,000
<INCOME-PRETAX> 225,500
<INCOME-TAX> 9,000
<INCOME-CONTINUING> 216,500
<DISCONTINUED> 38,400
<EXTRAORDINARY> (30,900)
<CHANGES> 0
<NET-INCOME> 224,000
<EPS-PRIMARY> 2.48<F3><F4>
<EPS-DILUTED> 2.37<F4>
<FN>
<F1>Represents trade receivables, before allowances.
<F2>Represents property, plant, and equipment at cost.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-30-1997
<CASH> 119,600
<SECURITIES> 0
<RECEIVABLES> 655,700<F1>
<ALLOWANCES> 0
<INVENTORY> 842,400
<CURRENT-ASSETS> 1,804,100
<PP&E> 875,500<F2>
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,126,800
<CURRENT-LIABILITIES> 1,333,400
<BONDS> 1,652,000
0
0
<COMMON> 47,200
<OTHER-SE> 1,561,200
<TOTAL-LIABILITY-AND-EQUITY> 5,126,800
<SALES> 1,015,000
<TOTAL-REVENUES> 1,015,000
<CGS> 650,500
<TOTAL-COSTS> 941,700
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 33,300
<INCOME-PRETAX> 40,400
<INCOME-TAX> 14,100
<INCOME-CONTINUING> 26,300
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,300
<EPS-PRIMARY> .28<F3><F4>
<EPS-DILUTED> .27<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-29-1997
<CASH> 126,300
<SECURITIES> 0
<RECEIVABLES> 719,600<F1>
<ALLOWANCES> 0
<INVENTORY> 898,100
<CURRENT-ASSETS> 1,924,700
<PP&E> 878,600<F2>
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,251,300
<CURRENT-LIABILITIES> 1,275,000
<BONDS> 1,796,900
0
0
<COMMON> 47,300
<OTHER-SE> 1,606,800
<TOTAL-LIABILITY-AND-EQUITY> 5,251,300
<SALES> 2,197,200
<TOTAL-REVENUES> 2,197,200
<CGS> 1,412,300
<TOTAL-COSTS> 2,019,600
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 65,400
<INCOME-PRETAX> 110,500
<INCOME-TAX> 38,700
<INCOME-CONTINUING> 71,800
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 71,800
<EPS-PRIMARY> .76<F3><F4>
<EPS-DILUTED> .75<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-28-1997
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<ALLOWANCES> 0
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<TOTAL-ASSETS> 5,373,000
<CURRENT-LIABILITIES> 1,225,700
<BONDS> 1,879,100
0
0
<COMMON> 47,400
<OTHER-SE> 1,646,000
<TOTAL-LIABILITY-AND-EQUITY> 5,373,000
<SALES> 3,422,100
<TOTAL-REVENUES> 3,422,100
<CGS> 2,201,200
<TOTAL-COSTS> 3,117,800
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 99,000
<INCOME-PRETAX> 200,300
<INCOME-TAX> 70,100
<INCOME-CONTINUING> 130,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 130,200
<EPS-PRIMARY> 1.38<F3><F4>
<EPS-DILUTED> 1.35<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
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<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 112,500
<SECURITIES> 0
<RECEIVABLES> 616,400<F1>
<ALLOWANCES> 0
<INVENTORY> 920,400
<CURRENT-ASSETS> 1,804,100
<PP&E> 862,400<F2>
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,203,900
<CURRENT-LIABILITIES> 1,419,300
<BONDS> 1,719,500
0
150,000
<COMMON> 43,700
<OTHER-SE> 1,257,700
<TOTAL-LIABILITY-AND-EQUITY> 5,203,900
<SALES> 1,065,000
<TOTAL-REVENUES> 1,065,000
<CGS> 670,100
<TOTAL-COSTS> 1,057,900
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 39,900
<INCOME-PRETAX> (34,200)
<INCOME-TAX> (1,800)
<INCOME-CONTINUING> (32,400)
<DISCONTINUED> 70,400
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 38,000
<EPS-PRIMARY> .40<F3><F4>
<EPS-DILUTED> .40<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<CIK> 0000012355
<NAME> THE BLACK & DECKER CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 141,700
<SECURITIES> 0
<RECEIVABLES> 603,800<F1>
<ALLOWANCES> 0
<INVENTORY> 843,800
<CURRENT-ASSETS> 1,751,400
<PP&E> 858,100<F2>
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,102,100
<CURRENT-LIABILITIES> 1,377,400
<BONDS> 1,666,300
0
150,000
<COMMON> 43,800
<OTHER-SE> 1,268,100
<TOTAL-LIABILITY-AND-EQUITY> 5,102,100
<SALES> 2,272,900
<TOTAL-REVENUES> 2,272,900
<CGS> 1,452,000
<TOTAL-COSTS> 2,162,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 77,600
<INCOME-PRETAX> 27,900
<INCOME-TAX> 15,000
<INCOME-CONTINUING> 12,900
<DISCONTINUED> 70,400
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 83,300
<EPS-PRIMARY> .89<F3><F4>
<EPS-DILUTED> .87<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<CIK> 0000012355
<NAME> THE BLACK & DECKER CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-29-1996
<CASH> 122,700
<SECURITIES> 0
<RECEIVABLES> 678,200<F1>
<ALLOWANCES> 0
<INVENTORY> 828,200
<CURRENT-ASSETS> 1,798,000
<PP&E> 856,800<F2>
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,148,500
<CURRENT-LIABILITIES> 1,404,200
<BONDS> 1,624,000
0
150,000
<COMMON> 43,900
<OTHER-SE> 1,329,200
<TOTAL-LIABILITY-AND-EQUITY> 5,148,500
<SALES> 3,459,600
<TOTAL-REVENUES> 3,459,600
<CGS> 2,209,500
<TOTAL-COSTS> 3,234,600
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 111,600
<INCOME-PRETAX> 104,200
<INCOME-TAX> 35,600
<INCOME-CONTINUING> 68,600
<DISCONTINUED> 70,400
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 139,000
<EPS-PRIMARY> 1.49<F3><F4>
<EPS-DILUTED> 1.45<F4>
<FN>
<F1>Represents net trade receivables.
<F2>Represents net property, plant, and equipment.
<F3>Represents basic earnings per share.
<F4>Restated to reflect the Corporation's adoption of Statement of
Financial Accounting Standards No. 128, "Earnings Per Share".
</FN>
</TABLE>
