X0202 3/A 2004-11-01 2004-11-04 0 0000009984 BARNES GROUP INC B 0001307654 Dempsey Patrick BARNES GROUP INC. 123 MAIN STREET BRISTOL CT 06011-0489 0 1 0 0 VP-BGI, Pres. B. Aerospace Common Stock 5370.4964 D Common Stock 2181.7856 I by Employee Stock Purchase Plan Common Stock 1240.557 I by 401(k) Plan Employee Stk Option-Right to Buy 18.50 2010-10-30 Common Stock 1250 D Employee Stk Option-Right to Buy 23.00 2012-02-05 Common Stock 2703 D Incentive Stock Unit 0 2007-02-05 Common Stock 1200 D Employee Stk Option-Right to Buy 24.73 2003-08-19 2011-02-06 Common Stock 484 D Employee Stk Option-Right to Buy 24.73 2003-08-19 2010-10-30 Common Stock 295 D Employee Stk Option-Right to Buy 28.42 2003-10-14 2010-10-30 Common Stock 454 D Employee Stk Option-Right to Buy 27.245 2004-02-19 2011-02-06 Common Stock 516 D Employee Stk Option-Right to Buy 27.245 2004-02-19 2010-10-30 Common Stock 723 D Employee Stk Option-Right to Buy 28.435 2004-06-08 2010-10-30 Common Stock 833 D Employee Stk Option-Right to Buy 26.25 2004-10-14 2010-10-30 Common Stock 623 D Employee Stk Option-Right to Buy 26.25 2004-10-14 2011-02-06 Common Stock 420 D Employee Stk Option-Right to Buy 26.25 2004-10-14 2011-02-06 Common Stock 168 D Employee Stk Option-Right to Buy 26.25 2004-10-14 2012-02-05 Common Stock 731 D Dividend Equivalent-Right to Receive Common Stock 114.209 D Includes 1,850 Restricted Stock Units granted 2/12/03, 1,000 granted 9/1/03 and 1,200 granted 4/14/04 that are subject to forfeiture if certain events occur. The option vests in four equal annual installments, with the first installment vesting on 10/30/2001. The option vests 33-1/3% on the first, second and third anniversaries of the grant date, with the first installment vesting on 2/5/2003. Provided the reporting person is employed by the Issuer on the third, fourth and fifth anniversaries of the 2/5/2002 Grant Date, he is entitled to receive one share of common stock without payment for each incentive stock unit. The Rights become exercisable for shares of common stock proportionally with incentive stock units to which they relate. The actual receipt of the shares is based on conditions being met. 1 for 1 Signe S. Gates, pursuant to Power of Attorney 2004-12-10