HASBRO, INC. — Director's Dealing 2003

May 15, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HASBRO INC (HAS)
CIK: 0000046080
Period of Report: 2003-05-14

Reporting Person: GEE GORDON (Director)

Footnotes

F1: All of the phantom stock units were acquired pursuant to the Hasbro, Inc. Deferred Compensation Plan for Non-Employee Directors in accordance with Section 16b-3.

F2: Units correspond 1-for-1 with common stock.

F3: Units are settled only in cash and are payable after the reporting person ceases to be a director. All units are vested.

F4: The options were granted pursuant to the 2003 Stock Option Plan for Non-Employee Directors.

F5: 33 1/3% of these options become exercisable on May 1, 2004 and an additional 33 1/3% become exercisable on each of May 1, 2005 and May 1, 2006.