As filed  with the  Securities  and  Exchange  Commission  on May 1,  2000.
Registration No. 333-_________


================================================================================



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                 ---------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                                 ---------------

                         THE BLACK & DECKER CORPORATION
             (Exact name of registrant as specified in its charter)

          Maryland                                      52-0248090
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                               701 East Joppa Road
                             Towson, Maryland 21286
                    (Address of principal executive offices)

                    The Black & Decker 1996 Stock Option Plan
                            (Full title of the plan)

                           Charles E. Fenton, Esquire
                    Senior Vice President and General Counsel
                         The Black & Decker Corporation
                               701 East Joppa Road
                             Towson, Maryland 21286
                                 (410) 716-3900
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                         Christopher R. Johnson, Esquire
                            Miles & Stockbridge P.C.
                                 10 Light Street
                            Baltimore, Maryland 21202
                                 (410) 385-3532
                              (410) 385-3700 (fax)

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------

                                         Proposed maximum   Proposed maximum
Title of securities       Amount to be    offering price   aggregate offering      Amount of
  to be registered         registered      per share (1)        price (1)       registration fee
-------------------------------------------------------------------------------------------------

<S>                         <C>              <C>               <C>                  <C>
Common Stock, par
value $.50 per share        5,000,000        $41.50            $207,500,000         $54,800
-------------------------------------------------------------------------------------------------
<FN>

(1)      Estimated solely for the purpose of calculating the registration fee in
         accordance with Rule 457 based on the average of the high and low sales
         prices per share of the Common Stock on April 26, 2000.
</FN>
-------------------------------------------------------------------------------------------------
</TABLE>
================================================================================

<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The following  documents filed by The Black & Decker  Corporation  (the
"Registrant") with the Securities and Exchange Commission (the "Commission") are
incorporated by reference and made a part hereof:

         (a) The  Registrant's  Annual  Report on Form  10-K for the year  ended
December 31, 1999; and

         (b) The  Registrant's  Current  Reports  on Form  8-K  filed  with  the
Commission on January 27, 2000, April 10, 2000 and April 20, 2000.

         All documents  subsequently filed by the Registrant pursuant to Section
13(a),  13(c),  14 or 15(d) of the Securities  Exchange Act of 1934, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  have been sold or which  deregisters  all  securities  then
remaining  unsold  shall be deemed to be  incorporated  by  reference  into this
Registration  Statement  and to be a part hereof from the date of filing of such
documents.


Item 4.  Description of Securities.
         -------------------------
         Not Applicable


Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------
         Not Applicable


Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------
         The Maryland General Corporation Law authorizes  Maryland  corporations
to limit the  liability of directors  and  officers to the  corporation  and its
stockholders  for money damages  except (i) to the extent that it is proved that
the  director or officer  actually  received  an  improper  benefit or profit in
money,  property or services,  for the amount of the benefit or profit  actually
received, (ii) to the extent that a judgment or other final adjudication adverse
to the director or officer is entered in a proceeding  based on a finding in the
proceeding that the director's or officer's  action,  or failure to act, was the
result of active and  deliberate  dishonesty  and was  material  to the cause of
action  adjudicated  in the  proceeding  or (iii) in respect  of  certain  other
actions not applicable to the Corporation.  The Registrant's  Charter limits the
liability of directors and


<PAGE>


officers  to  the fullest extent permitted  by the Maryland  General Corporation
Law.

         The  Maryland   General   Corporation  Law  also  authorizes   Maryland
corporations  to  indemnify  present  and past  directors  and  officers  of the
corporation or of another corporation for which they serve at the request of the
corporation  against  judgments,  penalties,  fines,  settlements and reasonable
expenses  (including  attorneys' fees) actually  incurred in connection with any
threatened,  pending,  or completed action,  suit or proceeding,  whether civil,
criminal,  administrative  or  investigative  (other than an action by or in the
right of the corporation in respect of which the director or officer is adjudged
to be liable to the  corporation)  in which  they are made  parties by reason of
being or having been directors or officers, unless it is proved that (i) the act
or omission of the director or officer was material to the matter giving rise to
the  proceeding  and was  committed in bad faith or was the result of active and
deliberate  dishonesty,  (ii) the  director  or  officer  actually  received  an
improper personal benefit in money, property or services or (iii) in the case of
any criminal proceeding, the director or officer had reasonable cause to believe
that the act or omission was unlawful. The Maryland General Corporation Law also
provides that, unless limited by the corporation's  charter, a corporation shall
indemnify  present and past  directors and officers of the  corporation  who are
successful,  on the  merits or  otherwise,  in the  defense  of any  threatened,
pending or  completed  action,  suit or  proceeding,  whether  civil,  criminal,
administrative  or  investigative,   against  reasonable   expenses   (including
attorneys'  fees) incurred in connection with the proceeding.  The  Registrant's
Charter does not limit the extent of this indemnity.

         The Bylaws of the Registrant  permit  indemnification  of directors and
officers to the fullest  extent  permitted by the Maryland  General  Corporation
Law,  and the  Registrant's  directors  and  officers  are  covered  by  certain
insurance policies maintained by the Registrant.


Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not Applicable


Item 8.  Exhibits.
         --------

Exhibit No.       Description of Exhibit
-----------       ----------------------

         5        Opinion of Miles & Stockbridge P.C.

        23        Consent  of  Independent  Auditors (the consent  of counsel is
                  included in Exhibit 5).


                                      -2-
<PAGE>

        24        Powers of Attorney.


Item 9.  Undertakings.
         ------------

         (a)   The undersigned registrant hereby undertakes:

               (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                   (i) To include any prospectus required by section 10(a)(3) of
the Securities Act of 1933;

                   (ii) To reflect in the prospectus any facts or events arising
after the  effective  date of the  registration  statement  (or the most  recent
post-effective  amendment  thereof)  which,  individually  or in the  aggregate,
represent a fundamental  change in the information set forth in the registration
statement.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high end of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20% change in the maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement; and

                   (iii) To include any material information with respect to the
plan of distribution not previously  disclosed in the registration  statement or
any material change to such information in the registration statement;

         Provided,  however, that subparagraphs  (a)(1)(i) and (a)(1)(ii) do not
apply if the information  required to be included in a post-effective  amendment
by those  paragraphs is contained in periodic  reports  filed by the  registrant
pursuant to Section 13 or Section 15(d) of the  Securities  Exchange Act of 1934
that are incorporated by reference in the registration statement.

               (2) That, for the purpose of determining  any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

               (3) To  remove  from  registration  by means of a  post-effective
amendment  any of the  securities  being  registered  which remain unsold at the
termination of the offering.



                                      -3-
<PAGE>

         (b) The undersigned  registrant hereby undertakes that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Securities  Exchange  Act of 1934  (and,  where  applicable,  each  filing of an
employee  benefit  plan's  annual  report  pursuant  to  Section  15(d)  of  the
Securities  Exchange  Act of 1934)  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the registrant  pursuant to the foregoing  provisions,  or otherwise,
the  registrant  has been  advised  that in the  opinion of the  Securities  and
Exchange  Commission such  indemnification is against public policy as expressed
in the Act and is,  therefore,  unenforceable.  In the  event  that a claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.


                                      -4-
<PAGE>





                                   SIGNATURES


         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Towson, State of Maryland, on May 1, 2000.


                                                THE BLACK & DECKER CORPORATION

                                                By:/s/ CHARLES E. FENTON
                                                   ---------------------------
                                                     Charles E. Fenton
                                                     Senior Vice President and
                                                     General Counsel


         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.

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

Principal Executive
Officer

/s/ NOLAN D. ARCHIBALD             Chairman, President       May 1, 2000
-------------------------          and Chief Executive
    Nolan D. Archibald             Officer


Principal Financial
Officer

/s/ MICHAEL D. MANGAN              Senior Vice President     May 1, 2000
-------------------------          and Chief Financial
    Michael D. Mangan              Officer


Principal Accounting
Officer

/s/ CHRISTINA M. MCMULLEN          Vice President and        May 1, 2000
-------------------------          Corporate Controller
    Christina M. McMullen




                                      -5-
<PAGE>

         This  Registration  Statement  also has been  signed  by the  following
Directors, who constitute a majority of the Board of Directors:

         Nolan D. Archibald*                         Alonzo G. Decker, Jr.*
         Norman R. Augustine*                        Anthony Luiso*
         Barbara L. Bowles*                          Mark H. Willes*
         Malcolm Candlish*                           Manuel A. Fernandez*


*By:/s/ CHARLES E. FENTON                                       May 1, 2000
    ---------------------
        Charles E. Fenton
        Attorney-In-Fact



                                      -6-
<PAGE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15438}]
{"company-data": {"conformed-name": "BLACK & DECKER CORP", "cik": "0000012355", "assigned-sic": "3540", "irs-number": "520248090", "state-of-incorporation": "MD", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-35986", "film-number": "615465"}, "business-address": {"street1": "701 E JOPPA RD", "city": "TOWSON", "state": "MD", "zip": "21286", "phone": "4107163900"}, "mail-address": {"street1": "701 EAST JOPPA ROAD", "street2": "MAIL STOP TW 290", "city": "TOWSON", "state": "MD", "zip": "21286"}, "former-company": {"former-conformed-name": "BLACK & DECKER MANUFACTURING CO", "date-changed": "19850206"}}
As filed  with the  Securities  and  Exchange  Commission  on May 1,  2000.
Registration No. 333-_________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                 ---------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                                 ---------------

                         THE BLACK & DECKER CORPORATION
             (Exact name of registrant as specified in its charter)

          Maryland                                      52-0248090
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                               701 East Joppa Road
                             Towson, Maryland 21286
                    (Address of principal executive offices)

                    The Black & Decker 1996 Stock Option Plan
                            (Full title of the plan)

                           Charles E. Fenton, Esquire
                    Senior Vice President and General Counsel
                         The Black & Decker Corporation
                               701 East Joppa Road
                             Towson, Maryland 21286
                                 (410) 716-3900
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                         Christopher R. Johnson, Esquire
                            Miles & Stockbridge P.C.
                                 10 Light Street
                            Baltimore, Maryland 21202
                                 (410) 385-3532
                              (410) 385-3700 (fax)

                         CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------

                                         Proposed maximum   Proposed maximum
Title of securities       Amount to be    offering price   aggregate offering      Amount of
  to be registered         registered      per share (1)        price (1)       registration fee
-------------------------------------------------------------------------------------------------
Common Stock, par
value $.50 per share        5,000,000        $41.50            $207,500,000         $54,800
-------------------------------------------------------------------------------------------------
(1)      Estimated solely for the purpose of calculating the registration fee in
         accordance with Rule 457 based on the average of the high and low sales
         prices per share of the Common Stock on April 26, 2000.
-------------------------------------------------------------------------------------------------
================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.
         ---------------------------------------

         The following  documents filed by The Black & Decker  Corporation  (the
"Registrant") with the Securities and Exchange Commission (the "Commission") are
incorporated by reference and made a part hereof:

         (a) The  Registrant's  Annual  Report on Form  10-K for the year  ended
December 31, 1999; and

         (b) The  Registrant's  Current  Reports  on Form  8-K  filed  with  the
Commission on January 27, 2000, April 10, 2000 and April 20, 2000.

         All documents  subsequently filed by the Registrant pursuant to Section
13(a),  13(c),  14 or 15(d) of the Securities  Exchange Act of 1934, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  have been sold or which  deregisters  all  securities  then
remaining  unsold  shall be deemed to be  incorporated  by  reference  into this
Registration  Statement  and to be a part hereof from the date of filing of such
documents.

Item 4.  Description of Securities.
         -------------------------
         Not Applicable

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------
         Not Applicable

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------
         The Maryland General Corporation Law authorizes  Maryland  corporations
to limit the  liability of directors  and  officers to the  corporation  and its
stockholders  for money damages  except (i) to the extent that it is proved that
the  director or officer  actually  received  an  improper  benefit or profit in
money,  property or services,  for the amount of the benefit or profit  actually
received, (ii) to the extent that a judgment or other final adjudication adverse
to the director or officer is entered in a proceeding  based on a finding in the
proceeding that the director's or officer's  action,  or failure to act, was the
result of active and  deliberate  dishonesty  and was  material  to the cause of
action  adjudicated  in the  proceeding  or (iii) in respect  of  certain  other
actions not applicable to the Corporation.  The Registrant's  Charter limits the
liability of directors and
officers  to  the fullest extent permitted  by the Maryland  General Corporation
Law.

         The  Maryland   General   Corporation  Law  also  authorizes   Maryland
corporations  to  indemnify  present  and past  directors  and  officers  of the
corporation or of another corporation for which they serve at the request of the
corporation  against  judgments,  penalties,  fines,  settlements and reasonable
expenses  (including  attorneys' fees) actually  incurred in connection with any
threatened,  pending,  or completed action,  suit or proceeding,  whether civil,
criminal,  administrative  or  investigative  (other than an action by or in the
right of the corporation in respect of which the director or officer is adjudged
to be liable to the  corporation)  in which  they are made  parties by reason of
being or having been directors or officers, unless it is proved that (i) the act
or omission of the director or officer was material to the matter giving rise to
the  proceeding  and was  committed in bad faith or was the result of active and
deliberate  dishonesty,  (ii) the  director  or  officer  actually  received  an
improper personal benefit in money, property or services or (iii) in the case of
any criminal proceeding, the director or officer had reasonable cause to believe
that the act or omission was unlawful. The Maryland General Corporation Law also
provides that, unless limited by the corporation's  charter, a corporation shall
indemnify  present and past  directors and officers of the  corporation  who are
successful,  on the  merits or  otherwise,  in the  defense  of any  threatened,
pending or  completed  action,  suit or  proceeding,  whether  civil,  criminal,
administrative  or  investigative,   against  reasonable   expenses   (including
attorneys'  fees) incurred in connection with the proceeding.  The  Registrant's
Charter does not limit the extent of this indemnity.

         The Bylaws of the Registrant  permit  indemnification  of directors and
officers to the fullest  extent  permitted by the Maryland  General  Corporation
Law,  and the  Registrant's  directors  and  officers  are  covered  by  certain
insurance policies maintained by the Registrant.

Item 7.  Exemption from Registration Claimed.
         -----------------------------------

         Not Applicable

Item 8.  Exhibits.
         --------

Exhibit No.       Description of Exhibit
-----------       ----------------------

         5        Opinion of Miles & Stockbridge P.C.

        23        Consent  of  Independent  Auditors (the consent  of counsel is
                  included in Exhibit 5).

                                      -2-
24        Powers of Attorney.

Item 9.  Undertakings.
         ------------

         (a)   The undersigned registrant hereby undertakes:

               (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                   (i) To include any prospectus required by section 10(a)(3) of
the Securities Act of 1933;

                   (ii) To reflect in the prospectus any facts or events arising
after the  effective  date of the  registration  statement  (or the most  recent
post-effective  amendment  thereof)  which,  individually  or in the  aggregate,
represent a fundamental  change in the information set forth in the registration
statement.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high end of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20% change in the maximum
aggregate  offering price set forth in the  "Calculation  of  Registration  Fee"
table in the effective registration statement; and

                   (iii) To include any material information with respect to the
plan of distribution not previously  disclosed in the registration  statement or
any material change to such information in the registration statement;

         Provided,  however, that subparagraphs  (a)(1)(i) and (a)(1)(ii) do not
apply if the information  required to be included in a post-effective  amendment
by those  paragraphs is contained in periodic  reports  filed by the  registrant
pursuant to Section 13 or Section 15(d) of the  Securities  Exchange Act of 1934
that are incorporated by reference in the registration statement.

               (2) That, for the purpose of determining  any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

               (3) To  remove  from  registration  by means of a  post-effective
amendment  any of the  securities  being  registered  which remain unsold at the
termination of the offering.

                                      -3-
(b) The undersigned  registrant hereby undertakes that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Securities  Exchange  Act of 1934  (and,  where  applicable,  each  filing of an
employee  benefit  plan's  annual  report  pursuant  to  Section  15(d)  of  the
Securities  Exchange  Act of 1934)  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (c)  Insofar  as  indemnification  for  liabilities  arising  under the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the registrant  pursuant to the foregoing  provisions,  or otherwise,
the  registrant  has been  advised  that in the  opinion of the  Securities  and
Exchange  Commission such  indemnification is against public policy as expressed
in the Act and is,  therefore,  unenforceable.  In the  event  that a claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      -4-
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Towson, State of Maryland, on May 1, 2000.

                                                THE BLACK & DECKER CORPORATION

                                                By:/s/ CHARLES E. FENTON
                                                   ---------------------------
                                                     Charles E. Fenton
                                                     Senior Vice President and
                                                     General Counsel

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.

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

Principal Executive
Officer

/s/ NOLAN D. ARCHIBALD             Chairman, President       May 1, 2000
-------------------------          and Chief Executive
    Nolan D. Archibald             Officer

Principal Financial
Officer

/s/ MICHAEL D. MANGAN              Senior Vice President     May 1, 2000
-------------------------          and Chief Financial
    Michael D. Mangan              Officer

Principal Accounting
Officer

/s/ CHRISTINA M. MCMULLEN          Vice President and        May 1, 2000
-------------------------          Corporate Controller
    Christina M. McMullen

                                      -5-
This  Registration  Statement  also has been  signed  by the  following
Directors, who constitute a majority of the Board of Directors:

         Nolan D. Archibald*                         Alonzo G. Decker, Jr.*
         Norman R. Augustine*                        Anthony Luiso*
         Barbara L. Bowles*                          Mark H. Willes*
         Malcolm Candlish*                           Manuel A. Fernandez*

*By:/s/ CHARLES E. FENTON                                       May 1, 2000
    ---------------------
        Charles E. Fenton
        Attorney-In-Fact

                                      -6-