-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V10NETvMPoZiHkTHtwYf+GnVKyYxhsRZSqO6CK1eZaQa0oH2ISxh7iBEAez43pwr RnYGhULgIdR/yCcAmaIL3Q== 0000898430-02-000677.txt : 20020414 0000898430-02-000677.hdr.sgml : 20020414 ACCESSION NUMBER: 0000898430-02-000677 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020215 GROUP MEMBERS: FRANK RUSSELL COMPANY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BARNES GROUP INC CENTRAL INDEX KEY: 0000009984 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 060247840 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-13831 FILM NUMBER: 02552107 BUSINESS ADDRESS: STREET 1: 123 MAIN ST CITY: BRISTOL STATE: CT ZIP: 06010 BUSINESS PHONE: 2035837070 MAIL ADDRESS: STREET 1: 123 MAIN ST CITY: BRISTOL STATE: CT ZIP: 06010 FORMER COMPANY: FORMER CONFORMED NAME: ASSOCIATED SPRING CORP DATE OF NAME CHANGE: 19760518 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RUSSELL FRANK CO/ CENTRAL INDEX KEY: 0000721204 IRS NUMBER: 91175091 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 909 A STREET CITY: TACOMA STATE: WA ZIP: 98402 BUSINESS PHONE: 2065729500 MAIL ADDRESS: STREET 1: 909 A STREET CITY: TACOMA STATE: WA ZIP: 98402 SC 13G 1 dsc13g.txt SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 0)/1/ BARNES GROUP, INC - -------------------------------------------------------------------------------- (Name of Issuer) CLASS A COMMON STOCK - -------------------------------------------------------------------------------- (Title of Class of Securities) 067806109 - -------------------------------------------------------------------------------- (CUSIP Number) 12/31/2001 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [_] Rule 13d-1(c) [_] Rule 13d-1(d) - ---------- /1/ The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes). [Continued on the following pages] CUSIP NO. 067806109 13G Page 2 of 4 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS 1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY). Frank Russell Company 91-1175091 - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Washington - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 3,814,260 ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 7 0 REPORTING PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 8 3,814,260 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 3,814,260 - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 20.72% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON 12 HC - ------------------------------------------------------------------------------ CUSIP NO. 067806109 13G Page 3 of 4 Pages Item 1 (a) Name of Issuer BARNES GROUP, INC. (b) Address of Issuer's Principal Executive Offices 123 Main Street Bristol, CT 06010 Item 2 (a) Name of Person Filing Frank Russell Company (b) Address of Principal Business Office or, if none, Residence 909 A Street Tacoma, WA 98402 (c) Citizenship Washington (d) Title of Class of Securities CLASS A COMMON STOCK (e) CUSIP Number 067806109 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [_] Broker or dealer registered under section 15 of the Act. (b) [_] Bank as defined in section 3(a)(6) of the Act. (c) [_] Insurance company as defined in section 3(a)(19) of the Act. (d) [_] Investment company registered under section 8 of the Investment Company Act. (e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [X] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); see item 7; (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box [ ] Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 3,814,260 shares. All shares are held by Frank Russell Trust Company, a wholly owned subsidiary of Frank Russell Company, as directed trustee of Barnes Group Inc. Retirement Savings Plan; Barnes Group Inc. Salaried Retirement Income Plan; and Pension Plan established by Agreement between Barnes Group Inc. and the International Union, United Automobile, Aerospace and Agricultural Employment Workers of American, UAW and its Locals 38, 629 and 712. (b) Percent of class: 20.72% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote (ii) Shared power to vote or to direct the vote 3,814,260 (iii) Sole power to dispose or to direct the disposition of 0 (iv) Shared power to dispose or to direct the disposition of 3,814,260 CUSIP NO. 067806109 13G Page 4 of 4 Pages Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [_]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Frank Russell Trust Company holds all shares as directed trustee of the Barnes Group Inc. Retirement Savings Plan; Barnes Group Inc. Salaried Retirement Income Plan; and Pension Plan established by Agreement between Barnes Group Inc. and the International Union, United Automobile, Aerospace and Agricultural Employment Workers of America, UAW and its Locals 38, 629 and 712. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Frank Russell Trust Company, a non-depository trust company organized and existing under the laws of the State of Washington. Item 8. Identification and Classification of Members of the Group. Not Applicable. This schedule is not being filed Pursuant to Rule 13d-1(b)(1)(ii)(J) or Rule 13d-1(d). Item 9. Notice of Dissolution of Group. Not Applicable. Item 10. Certification. (a) The following certification shall be included if the statement is filed pursuant to Rule 13d-1(b): "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect." /s/ Deedra S. Walkey - ---------------------------------- SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. By: /s/ Deedra S. Walkey - ---------------------------------- Name: Deedra S. Walkey Title: Assistant Secretary Date: February 14, 2002 -----END PRIVACY-ENHANCED MESSAGE-----