The following table summarizes information about stock options outstanding at December 31, 2002: Incentive stock rights under the 1991 Plan (rights) and restricted stock awards under the  2000 Plan and Key Plan (awards) entitle the holder to receive, without payment, one share of the Company’s common stock after the expiration of the vesting period. Certain rights are also subject to the satisfaction of established performance goals. Additionally, holders of stock units and rights are credited with dividend equivalents, which are converted into additional units or rights, as the case may be. All rights have up to a five-year vesting period. In 2002, 213,300 rights and awards were granted; 14,609 rights and awards were credited to holders for dividend equivalents; 25,028 rights and awards, which include dividend equivalents, were converted to an equivalent number of shares of common stock; and 16,000 rights and awards were forfeited. As of December 31, 2002, there were 451,857 rights and awards outstanding. Under the Non-Employee Director Deferred Stock Plan each non-employee director is granted the right to receive 6,000 shares of the Company’s common stock upon retirement. There were 6,000, 6,000 and 12,000 shares granted to new directors in 2002, 2001 and 2000, respectively. There are 54,000 shares reserved for issuance under this plan. Total shares reserved for issuance under all stock plans aggregated 5,653,650 at  December 31, 2002. Net income per common share is computed in accordance with SFAS 128, “Earnings per Share.” Basic earnings per share is calculated using the weighted average number of common shares outstanding during the year. Diluted earnings per share reflect the assumed exercise and conversion of all dilutive securities. Shares held by the RSP are considered outstanding for both basic and diluted earnings per share. There are no adjustments to net income for purposes of computing income avail- able to common stockholders for the years ended December 31, 2002, 2001 and 2000. A reconcili- ation of the average number of common shares outstanding used in the basic and diluted EPS computation follows: Average Common Shares Outstanding Basic Dilutive effect of: Stock options Stock incentive units  Non-Employee Director Stock Plan Diluted 2000 18,568,359 101,413 104,307 17,148 18,791,227 2001 18,506,247 273,651 122,869 17,201 18,919,968 2002 18,750,442 288,036 127,431 19,423 19,185,332  As of December 31, 2002, there were 3,947,891 stock options outstanding, of which 2,239,515 were considered dilutive and 1,708,376 were anti-dilutive. Back to Table of Contents PAGE 35 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS BARNES GROUP INC. Options Outstanding Options Exercisable Range of  Exercise  Prices $^{$}$10 to $^{$}$19 $^{$}$19 to $^{$}$23 $^{$}$23 to $^{$}$31 Number of Shares 1,554,404 1,069,164 1,324,323 Average Exercise  Price $^{$}$17.46 $^{$}$20.75 $^{$}$24.75 Average Remaining  Life (Years) 7.56  6.60  7.87 Average  Exercise  Price $^{$}$16.94 $^{$}$20.88 $^{$}$27.63 Number  of Shares 645,363 918,458 501,845 16. Average Shares Outstanding 