SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K


                       Pursuant to Section 13 or 15 (d) of
                       The Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported) January 8, 2002
                                                         ---------------



                         THE BEAR STEARNS COMPANIES INC.
                         -------------------------------
              Exact name of registrant as specified in its charter




       DELAWARE                     File No. 1-8989           13-3286161
       --------                     ---------------           ----------
       (State or other             (Commission File          (IRS Employer
       jurisdiction of              Number)                   Identification
       incorporation)                                         Number)


                  383 Madison Avenue, New York, New York        10179
              ----------------------------------------------------------
              (Address of principal executive offices)        (zip code)


       Registrant's telephone number, including area code: (212) 272-2000
                                                           --------------




                                 Not Applicable
                                 --------------
          (former name or former address, if changed since last report)






Item 5. Other Events
        ------------

Filed herewith is a copy of The Bear Stearns Companies Inc. (the "Company")
Press Release, dated January  8,  2002,  announcing  its  regular  quarterly
cash  dividend  on  its outstanding shares of common stock and the approval by
the Board of Directors of the Company of an amendment to its share repurchase
program to allow the Company to purchase up to $1.2 billion in aggregate cost of
common stock.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
        ------------------------------------------------------------------

                  (a)   Financial Statements of business acquired:

                           Not applicable.

                  (b)   Pro Forma financial information:

                           Not applicable.

                  (c)   Exhibit:

                         (99) Press Release, dated January 8, 2002.



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                                    Signature



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 thereunto duly authorized.


                                    THE BEAR STEARNS COMPANIES INC.



                                    By: /s/ Marshall J Levinson
                                        -----------------------------
                                        Marshall J Levinson
                                        Controller
                                       (Principal Accounting Officer)


Dated:   January 9, 2002



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                        THE BEAR STEARNS COMPANIES INC.

                                    FORM 8-K

                                 CURRENT REPORT


                                  EXHIBIT INDEX
                                  -------------


Exhibit No.     Description
-----------     -----------

   (99)         Press Release, dated January 8, 2002




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For Immediate Release

Contact: Elizabeth Ventura (212) 272-9251
         Rebecca Haas      (212) 272-8188


                         THE BEAR STEARNS COMPANIES INC.
                      DECLARES COMMON STOCK CASH DIVIDEND;
                AUTHORIZES $1.2 BILLION SHARE REPURCHASE PROGRAM

NEW YORK -January 8, 2002- The Bear Stearns  Companies  Inc.  (NYSE:  BSC) today
announced  its regular  quarterly  cash  dividend on its  outstanding  shares of
common stock.

The Board of Directors  declared a regular,  quarterly cash dividend of 15 cents
per share on the outstanding shares of common stock, payable January 31, 2002 to
stockholders of record on January 17, 2002.

Separately,  the Board of Directors of the company  approved an amendment to its
share repurchase  program to allow the company to purchase up to $1.2 billion in
aggregate  cost  of  common  stock.   The  amendment   supercedes  the  previous
authorization  and  replenishes  the total  authorization  to $1.2 billion.  The
company  acquired  approximately  $830 million  under the previous  $1.2 billion
repurchase program authorization.  The share repurchase program will be utilized
primarily  to acquire  shares of common  stock in order to mitigate the dilutive
effect of the company's stock award plan. The purchases may be made periodically
in  2002  or  beyond  in  the  open  market  or  through  privately   negotiated
transactions.

Founded in 1923,  The Bear  Stearns  Companies  Inc.  (NYSE:  BSC) is the parent
company of Bear, Stearns & Co. Inc., a leading investment banking and securities
trading and brokerage firm serving governments,  corporations,  institutions and
individuals  worldwide.  With approximately $29.8 billion in total capital,  the
company's  business  includes  corporate  finance and mergers and  acquisitions,
institutional  equities and fixed income sales,  trading and  research,  private
client  services,  derivatives,  foreign exchange and futures sales and trading,
asset management and custody services.  Through Bear,  Stearns Securities Corp.,
it offers prime broker and broker dealer clearing services, including securities
lending.  Headquartered in New York City, the company has  approximately  10,500
employees  located in domestic  offices in  Atlanta,  Boston,  Chicago,  Dallas,
Denver, Los Angeles,  San Francisco and San Juan; and an international  presence
in Beijing,  Dublin,  Herzliya,  Hong Kong,  London,  Lugano,  Milan, Sao Paulo,
Seoul,  Shanghai,  Singapore and Tokyo.  For additional  information  about Bear
Stearns, please visit our Web site at http://www.bearstearns.com.




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