BARNES GROUP INC.
RETIREMENT BENEFIT EQUALIZATION PLAN
1. Purpose The purpose of the Retirement Benefit Equalization Plan (the "Equalization Plan") is to equalize the
benefits for those participants in the Barnes Group Inc. Salaried Retirement Income Plan (the "Pension Plan")
whose benefits are limited by statute including Section 415 of the Internal Revenue Code of 1954 as amended
from time to time (the "Code").
2.1 Barnes Group Inc. (the "Company") will pay to any recipient of benefits pursuant to the Pension Plan the
difference between benefits paid under the Plan and what the recipient would have received but for the limitations
set forth in section 6.8 (or any successor thereto) of the Pension Plan.
2.2 Benefits payable hereunder will be paid at the same time and in the same manner as benefits paid pursuant to
the Pension Plan.
3. Administration The Retirement Committee which administers the Pension Plan shall administer the Equalization
Plan, and it shall have the same powers relating to the Equalization Plan as it does with respect to the Pension
4.1 The Equalization Plan may be amended or terminated at any time by the Board of Directors of the Company,
except that no such amendment or termination shall adversely affect the benefits payable to any person who has
begun to receive benefits hereunder.
4.2 Benefits payable hereunder shall not be funded and shall be paid out of the general assets of the Company.
4.3 The Equalization Plan shall be construed, administered and enforced according to the laws of the State of
As amended January 16, 1986
BARNES GROUP INC.
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
1. Purpose The purpose of the Supplemental Executive Retirement Plan (the"Supplemental Plan") is to provide
supplemental pension benefits to certain Officers of Barnes Group Inc. ("Officers") who elect any form of
contingent annuity under the Barnes Group Inc. Salaried Retirement Income