Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SOLENDER MICHAEL S
  2. Issuer Name and Ticker or Trading Symbol
BEAR STEARNS COMPANIES INC [BSC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
General Counsel
(Last)
(First)
(Middle)
C/O BEAR, STEARNS & CO. INC., 383 MADISON AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
05/30/2008
(Street)

NEW YORK, NY 10179
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
CAP Units (2002) (1) 05/30/2008   D     14 11/30/2007 11/30/2007(2) Common Stock 14 (3) 0 D  
CAP Units (2003) (1) 05/30/2008   D     3,834 11/30/2008 11/30/2008(2) Common Stock 3,834 (4) 0 D  
CAP Units (2004) (1) 05/30/2008   D     4,285 11/30/2009 11/30/2009(5) Common Stock 4,285 (6) 0 D  
CAP Units (2005) (1) 05/30/2008   D     4,669 11/30/2010 11/30/2010(5) Common Stock 4,669 (7) 0 D  
CAP Units (2006) (1) 05/30/2008   D     5,225 11/30/2011 11/30/2011(5) Common Stock 5,225 (8) 0 D  
CAP Units 2007 (1) 05/30/2008   D     17,464 11/30/2007 11/30/2012(5) Common Stock 17,464 (9) 0 D  
Emp. Stock Option (Rt. to Buy) $ 73.75 05/30/2008   D     4,444 12/15/2003 12/15/2013 Common Stock 4,444 (10) 0 D  
Emp. Stock Option (Rt. to Buy) $ 116.5 05/30/2008   D     4,672 12/22/2005 12/22/2015 Common Stock 4,672 (11) 0 D  
Emp. Stock Option (rt. to buy) $ 165.32 05/30/2008   D     2,900 12/20/2006 12/20/2016 Common Stock 2,900 (12) 0 D  
Employee Stock Option (Right to Buy) $ 64 05/30/2008   D     1,100 11/30/2005 11/30/2012 Common Stock 1,100 (13) 0 D  
Employee Stock Option (Right to Buy) $ 102.65 05/30/2008   D     4,404 12/28/2004 12/28/2014 Common Stock 4,404 (14) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SOLENDER MICHAEL S
C/O BEAR, STEARNS & CO. INC.
383 MADISON AVENUE
NEW YORK, NY 10179
      General Counsel  

Signatures

 /s/ Solender, Michael S.   06/02/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This type of derivative security typically does not have a conversion or exercise price
(2) The shares of common stock underlying the CAP Units will be distributed on or about 11/30/2008
(3) The CAP Units were converted in the merger into 3 CAP Units of JPMorgan Chase.
(4) The CAP Units were converted in the merger into 833 CAP Units of JPMorgan Chase.
(5) In connection with the merger, the deferral period for the CAP Units will be accelerated and the shares of common stock underlying the CAP Units will be distributed on or about 1/15/2009.
(6) The CAP Units were converted in the merger into 932 CAP Units of JPMorgan Chase.
(7) The CAP Units were converted in the merger into 1,015 CAP Units of JPMorgan Chase.
(8) The CAP Units were converted in the merger into 1,136 CAP Units of JPMorgan Chase.
(9) The CAP Units were converted in the merger into 3,798 CAP Units of JPMorgan Chase.
(10) This option was converted in the merger into an option to purchase 966 shares of JPMorgan Chase common stock for $339.03 per share.
(11) This option was converted in the merger into an option to purchase 1,016 shares of JPMorgan Chase common stock for $535.56 per share.
(12) This option was converted in the merger into an option to purchase 630 shares of JPMorgan Chase common stock for $759.99 per share.
(13) This option was converted in the merger into an option to purchase 239 shares of JPMorgan Chase common stock for $294.21 per share.
(14) This option was converted in the merger into an option to purchase 958 shares of JPMorgan Chase common stock for $471.89 per share.

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