X0202 4 2008-05-14 0000009984 BARNES GROUP INC B 0001007661 BARNES THOMAS O BARNES GROUP INC. 123 MAIN STREET BRISTOL CT 06011-0489 1 0 0 0 Common Stock 2008-02-21 5 G 0 3600 0 D 338196 I Trust #CF-2078 Common Stock 2008-03-12 5 G 0 450 0 A 0 D Common Stock 2008-04-21 5 G 0 450 0 D 0 D Common Stock 2008-04-21 5 G 0 100 0 D 0 D Common Stock 2008-04-21 5 G 0 110 0 D 0 D Common Stock 2008-05-14 4 M 0 16000 9.72 A 0 D Common Stock 2008-05-14 4 S 0 16000 32.1343 D 314148.5678 D Common Stock 23328.647 I By 401(k) Plan Common Stock 3644.4112 I By my wife Common Stock 39356 I Trust #42-01-100-8546568 Common Stock 418768 I Trust #42-01-100-8546559 Common Stock 76470 I Trust #42-01-100-8550714 Common Stock 161652 I Trust #42-01-100-8550720 Common Stock 487540 I Trust #42-01-100-8550719 Common Stock 414756 I Trust #42-01-100-8546558 Common Stock 84432 I Trust #42-01-100-8550713 Common Stock 233459 I Trust #CF2363 Common Stock 1316488 I Trust #CF5044 Employee Stk Option-Right to Buy 9.72 2008-05-14 4 M 0 16000 D 2009-02-19 Common Stock 16000 0 D Gift from H.F. Barnes Trust No. CF2078 of 450 shares each to 8 recipients, including Reporting Person, for total of 3,600 shares. Transaction is made in accordance with a 10b5-1 Plan. Includes 3,100 Restricted Stock Units granted 4/14/2004, a balance of 1,343 granted on 2/14/07 and 2,843 granted 2/13/08 that are subject to forfeiture if certain events occur. Includes 5115.5678 shares transferred from Reporting Person's employee stock purchase plan account on 4/28/08. Reporting Person hereby disclaims beneficial ownership of shares held by his Wife, and the Trusts except to the extent of his pecuniary interest. The options fully vested on 2/19/2003. 1 for 1. Signe S. Gates, pursuant to Power of Attorney 2008-05-15