8-K

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549


                            FORM 8-K


         Current Report Pursuant to Section 13 or 15(d)
             of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  April 27, 2000


                        Barnes Group Inc.
  -------------------------------------------------------------
     (Exact name of registrant as specified in its charter)


           Delaware             1-04801           06-0247840
 --------------------------------------------------------------
(State or other jurisdiction  (Commission       (IRS Employer
      of incorporation)       File Number)   Identification No.)


     123 Main Street          Bristol, CT             06010
 --------------------------------------------------------------
   (Address of principal executive offices)          (Zip Code)


                         (860) 583-7070
       --------------------------------------------------
       Registrant's telephone number, including area code

                               N/A
 --------------------------------------------------------------
  (Former name or former address, if changed since last report)








Item 5.   Other Information.

          On April 27, 2000, Barnes Group Inc. issued a press
          release.  A copy is attached hereto as Exhibit 99.1 and
          is incorporated herein by reference.


Item 5.   Exhibits.

          The following Exhibits are filed as part of this
          Report.

          99.1      Press Release issued April 27, 2000.



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                           SIGNATURES
                           ----------


     Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

Dated:    April 28, 2000      BARNES GROUP INC.


                              By:/s/ Signe S. Gates
                                 ------------------
                                 Signe S. Gates
                                 Senior Vice President,
                                 General Counsel and Secretary





                                                                              3

EX-99.1

Barnes Group Inc.                                        Exhibit 99.1
Executive Office
Bristol, CT 06010
Tel. (860) 583-7070

BARNES GROUP INC. [Logo}                      News Release


FOR IMMEDIATE RELEASE
     April 27, 2000           Contact:  Phillip J. Penn or
                                        Stephen J. McKelvey
                                        Corporate Communications
                                        (860) 583-7070


                  BARNES GROUP INC. TO ACQUIRE
                  ----------------------------
        CURTIS INDUSTRIES, EXPANDS DISTRIBUTION BUSINESS
        ------------------------------------------------


BRISTOL, Connecticut, April 27, 2000 -- Barnes Group Inc. (NYSE:
B) announced today that it has signed a definitive agreement to
acquire substantially all of the assets of Curtis Industries,
Inc., of Mayfield Heights, Ohio.  Curtis Industries is a national
leader in the distribution of maintenance, repair and operating
(MRO) supplies and high quality security products with 1999 sales
in excess of $80 million.  Curtis Industries is a subsidiary of
Paragon Corporate Holdings, Inc., a privately held holding
company.  The acquisition is expected to close early in May.
Terms of the agreement were not disclosed.

"Acquiring industry-leading MRO supply companies like Curtis
Industries will help the Barnes Group to increase our
distribution market leadership and continue to expand our
presence globally," said Edmund M. Carpenter, president and chief
executive officer, Barnes Group Inc.

Curtis Industries will be combined with Barnes Group's Bowman
Distribution to form Barnes Distribution.  Benefits from the
combined operations will include greater product availability and
enhanced service capabilities for both companies' customers,
increased sales penetration, and cost savings opportunities from
combining headquarters functions and the warehousing and
distribution networks.  The combined organization will continue
to utilize separate sales forces and market its broad MRO,
security and specialty spring product lines under the brand names
of Bowman, Raymond, Curtis and Mechanics Choice in North America,
Curtis, Motalink and Raymond in the U.K. and Autoliaisons and
Raymond in France. Creating a dynamic, customer-focused team, the
combined North American sales and service organization will
exceed 1,000 employees.

                               -more-

Effective as of the closing, Keith Drewett, 53, will be appointed
president, Barnes Distribution and Idelle Wolf, 48, will be
appointed chief operating officer of Barnes Distribution.
Mr. Drewett is the president and chief executive officer of
Curtis Industries, Inc., and Ms. Wolf is the chief operating
officer of Curtis Industries; together they will lead the
combined organization of Curtis Industries, Bowman Distribution
and Raymond Specialty Springs, to be known as Barnes
Distribution.  "Mr. Drewett and Ms. Wolf will bring to Barnes
Distribution years of senior management experience in
successfully leading distribution organizations. Their expertise
will be a tremendous addition to the Barnes management team,"
said Mr. Carpenter.

Keith Drewett commented, "The combination of Curtis and Bowman
will create a powerful force in MRO supply with unique field
service and technology-based solutions for industrial, auto
dealer and truck fleet customers."

Paragon Corporate Holdings, Inc. is a privately held holding
company based in Niles, Illinois. Paragon consists of two main
business units: A.B. Dick/Multigraphics, which manufactures and
distributes offset presses, cameras, plate makers and related
supplies for the graphic arts and printing industry; and Curtis
Industries, which distributes MRO supplies and high-quality
security products for the industrial and automotive markets.  For
the year ended December 1999, Paragon had net sales of $248
million.

Barnes Group Inc. (http://www.barnesgroupinc.com), is a
diversified international manufacturer of precision metal parts
and distributor of industrial supplies, serving a wide range of
markets and customers. Founded in 1857, Barnes Group consists of
three separate businesses with 1999 sales of $622 million. Barnes
Group employs approximately 4,000 people worldwide.

This release may contain certain forward-looking statements as
defined in the Public Securities Litigation and Reform Act of
1995.  These forward-looking statements are subject to risks and
uncertainties that may cause actual results to differ materially
from those contained in the statements.  Investors are encouraged
to consider these risks and uncertainties as described within the
company's periodic filings with the Securities and Exchange
Commission, including the following: changes in market demand for
the types of products and services produced and sold by Barnes
Group Inc., changes in worldwide economic and political
conditions, interest and foreign exchange rate fluctuations,
regulatory changes, an inability to close the above-mentioned
transaction, and an inability to achieve the benefits of the
combined operations outlined above.




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