- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Toussaint Claudia S

2. Date of Event Requiring Statement (MM/DD/YYYY) 4/26/2010

3. Issuer Name and Ticker or Trading Symbol

BARNES GROUP INC [B]

(Last) (First) (Middle)

BARNES GROUP INC., 123 MAIN STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
SVP, Gen. Counsel & Secretary /

(Street)

BRISTOL, CT 06010

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	19500 ⁽¹⁾	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stk Option-Right to Buy	⁽²⁾	4/26/2020	Common Stock	17500	$20.89	D
Employee Stk Option-Right to Buy	⁽³⁾	4/26/2020	Common Stock	20700	$20.89	D

Explanation of Responses:
( 1)	Includes 13,500 Restricted Stock Units and 6,000 Performance Share Awards granted 4/26/2010 that are subject to forfeiture if certain events occur.
( 2)	The option vests at the rate of 33.3334% on August 8, 2011, and 33.3333% on each of August 8, 2012 and August 8, 2013.
( 3)	The option vests at the rate of 33.3334% on October 26, 2011, and 33.3333% on each of October 26, 2012 and October 26, 2013.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Toussaint Claudia S BARNES GROUP INC. 123 MAIN STREET BRISTOL, CT 06010			SVP, Gen. Counsel & Secretary

Signatures
Claudia S. Toussaint		4/27/2010
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.