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) May 25, 2004
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THE BEAR STEARNS COMPANIES INC.
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(Exact name of registrant as specified in its charter)
DELAWARE File No. 1-8989 13-3286161
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
383 Madison Avenue, New York, New York 10179
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (212) 272-2000
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Not Applicable
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(former name or former address, if changed since last report)
Item 5. Other Events and Required FD Disclosure
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Filed herewith are copies of:
(a) Form of Medium-Term Note, Series B (principal protected notes
linked to the S&P 500 Index due November __, 2009).
(b) Opinion of Cadwalader, Wickersham & Taft LLP as to certain
federal income tax consequences described in the Pricing
Supplement, dated May 25, 2004, to the Prospectus Supplement
and the Prospectus, each dated November 17, 2003, included in
the Registration Statement on Form S-3 filed by the Company
(Registration No. 333-109793).
(c) Consent of Cadwalader, Wickersham & Taft LLP.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Financial Statements of Businesses Acquired:
Not applicable.
(b) Pro Forma Financial Information:
Not applicable.
(c) Exhibits:
The following exhibits are incorporated by reference into the
Registration Statement on Form S-3 (Registration No.
333-109793) as exhibits to such Registration Statement:
4(b)(15) Form of Medium-Term Note, Series B (principal
protected notes linked to the S&P 500 Index due
November __, 2009) (incorporated by reference to
Exhibit 4.2 to the registrant's Registration
Statement on Form 8-A12B filed with the Securities
and Exchange Commission on May 25, 2004).
8(a) Opinion of Cadwalader, Wickersham & Taft LLP as to
certain federal income tax consequences.
23(c) Consent of Cadwalader, Wickersham & Taft LLP
(Included in Exhibit 8(a)).
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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 thereunto duly authorized.
THE BEAR STEARNS COMPANIES INC.
By: /s/ Jeffrey M. Farber
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Jeffrey M. Farber
Controller
(Principal Accounting Officer)
Dated: May 28, 2004
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THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
EXHIBIT INDEX
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Exhibit No. Description
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4(b)(15) Form of Medium-Term Note, Series B (principal protected notes
linked to the S&P 500 Index due November __, 2009) (incorporated
by reference to Exhibit 4.2 to the registrant's Registration
Statement on Form 8-A12B filed with the Securities and Exchange
Commission on May 25, 2004).
8(a) Opinion of Cadwalader, Wickersham & Taft LLP as to certain
federal income tax consequences.
23(c) Consent of Cadwalader, Wickersham & Taft LLP (Included in
Exhibit 8(a)).
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