UNITED STATES
                       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): November 29, 2004

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

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

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

      Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

      [_] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

      [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

      [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

      [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))



Item 8.01 Other Events.

      Filed herewith are copies of:

      (a)   Form of Medium-Term Note, Series B (15 Year USD Callable CMS Spread
            Principal Protected Note Due November 29, 2019).

      (b)   Opinion of Cadwalader, Wickersham & Taft LLP as to certain federal
            income tax consequences described in the Pricing Supplement, dated
            November 29, 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 9.01 Financial Statements and Exhibits.

      (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 (15 Year USD Callable
                        CMS Spread Principal Protected Note Due November 29,
                        2019).

            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 hereunto duly authorized.

                                        THE BEAR STEARNS COMPANIES INC.


                                        By: /s/ Jeffrey M. Farber
                                            ------------------------------------
                                            Jeffrey M. Farber
                                            Controller
                                            (Principal Accounting Officer)

Dated: December 2, 2004


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                         THE BEAR STEARNS COMPANIES INC.

                                    FORM 8-K

                                 CURRENT REPORT

                                  EXHIBIT INDEX

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

4(b)(15)          Form of Medium-Term Note, Series B (15 Year USD Callable CMS
                  Spread Principal Protected Note Due November 29, 2019).

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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