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 4, 2004
                                                         ----------------

                         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 Number)          (IRS Employer
    jurisdiction of                                            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)

      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)   Opinion of Cadwalader, Wickersham & Taft LLP as to legality of the
            5.70% Global Notes due 2014 to be issued by the Company.

      (b)   Opinion of Cadwalader, Wickersham & Taft LLP as to certain federal
            income tax consequences described in the Prospectus Supplement,
            dated November 4, 2004, to the Prospectus, 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:

            5(a)    Opinion of Cadwalader, Wickersham & Taft LLP as to legality
                    of the 5.70% Global Notes due 2014 to be issued by the
                    Company.

            8(a)    Opinion of Cadwalader, Wickersham & Taft LLP as to certain
                    federal income tax consequences (Included in Exhibit 5(a)).

            23(c)   Consent of Cadwalader, Wickersham & Taft LLP (Included in
                    Exhibit 5(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:  November 10, 2004



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                         THE BEAR STEARNS COMPANIES INC.

                                    FORM 8-K

                                 CURRENT REPORT

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

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

5(a)            Opinion of Cadwalader, Wickersham & Taft LLP as to legality of
                the 5.70% Global Notes due 2014 to be issued by The Bear Stearns
                Companies Inc.

8(a)            Opinion of Cadwalader, Wickersham & Taft LLP as to certain
                federal income tax consequences (Included in Exhibit 5(a)).

23(c)           Consent of Cadwalader, Wickersham & Taft LLP (Included in
                Exhibit 5(a)).




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