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 *
NICKELL FRANK T
   2. Issuer Name and Ticker or Trading Symbol
BEAR STEARNS COMPANIES INC [BSC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O KELSO & COMPANY, 320 PARK AVENUE, 24TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
05/30/2008
(Street)

NEW YORK, NY 10022		 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
Common Stock 05/30/2008   D   33,501 D (1) 0 D  

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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
Non-Emp. Dir. Stock Options (rt. to buy) $ 99.5 05/30/2008   D     188 08/28/2005 02/28/2015 Common Stock 188 (17) 0 D  
non-emp. dir. stock options (rt. to buy) $ 99.07 05/30/2008   D     2,043 10/07/2005 04/07/2015 Common Stock 2,043 (18) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 77.27 05/30/2008   D     242 11/30/2003 05/31/2013 Common Stock 242 (9) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 69.98 05/30/2008   D     267 03/01/2004 08/29/2013 Common Stock 267 (10) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 72.46 05/30/2008   D     258 05/28/2004 11/28/2013 Common Stock 258 (11) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 87.84 05/30/2008   D     213 08/27/2004 02/27/2014 Common Stock 213 (12) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 87.68 05/30/2008   D     1,492 09/30/2004 03/31/2014 Common Stock 1,492 (13) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 81.06 05/30/2008   D     231 11/28/2004 05/28/2014 Common Stock 231 (14) 0 D  
Non-Emp. Dir. Stock Options (rt. to buy) $ 87.92 05/30/2008   D     213 02/28/2005 08/31/2014 Common Stock 213 (15) 0 D  
Non-Emp. Dir. Stock Options (rt. to buy) $ 97.58 05/30/2008   D     192 05/31/2005 11/30/2014 Common Stock 192 (16) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 100.5 05/30/2008   D     186 02/28/2006 08/31/2015 Common Stock 186 (19) 0 D  
Non-Emp. Dir. Stock Options (Rt. to buy) $ 110.99 05/30/2008   D     168 05/31/2006 11/30/2015 Common Stock 168 (20) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 134.44 05/30/2008   D     139 08/26/2006 02/28/2016 Common Stock 139 (21) 0 D  
Non-Emp. Dir. Stock Options (Rt. to Buy) $ 142.37 05/30/2008   D     1,422 10/11/2006 04/11/2016 Common Stock 1,422 (22) 0 D  
Non-Emp. Dir. Stock Options (rt. to buy) $ 133.75 05/30/2008   D     140 11/30/2006 05/31/2016 Common Stock 140 (23) 0 D  
Non-Employee Director Restricted Stock Units (2) 05/30/2008   D     669 09/26/2003 09/26/2003 Common Stock 669 (24) 0 D  
Non-Employee Director Stock Option $ 41.5 05/30/2008   D     3,000 03/29/2001 03/15/2010 Common Stock 3,000 (25) 0 D  
Non-Employee Director Stock Option $ 45.74 05/30/2008   D     3,000 03/30/2001 03/30/2011 Common Stock 3,000 (26) 0 D  
Non-Employee Director Stock Option (right to buy) $ 62.15 05/30/2008   D     2,051 09/27/2002 03/27/2012 Common Stock 2,051 (27) 0 D  
Non-Employee Director Stock Option (Right to Buy) $ 66.7 05/30/2008   D     1,911 09/26/2003 03/27/2013 Common Stock 1,911 (28) 0 D  
Non-Employee Director Stock Options (right to buy) $ 60.05 05/30/2008   D     312 11/30/2002 05/31/2012 Common Stock 312 (29) 0 D  
Non-Employee Director Stock Options (Right to buy) $ 63.93 05/30/2008   D     293 02/28/2003 08/31/2012 Common Stock 293 (30) 0 D  
Non-Employee Director Stock Options (Right to buy) $ 64 05/30/2008   D     292 05/30/2003 11/30/2012 Common Stock 292 (31) 0 D  
Non-Employee Director Stock Options (right to buy) $ 62.64 05/30/2008   D     299 08/28/2003 02/28/2013 Common Stock 299 (32) 0 D  
Non-Emp. Dir. Restr. Stock Units (2) 05/30/2008   D     517 09/30/2004 09/30/2004 Common Stock 517 (3) 0 D  
non-emp. dir. restr. stock units (2) 05/30/2008   D     701 10/07/2005 10/07/2005 Common Stock 701 (4) 0 D  
Non-Emp. Dir. Restricted Stock Units (2) 05/30/2008   D     483 10/11/2006 10/11/2006 Common Stock 483 (5) 0 D  
non-emp. dir. restricted stock units (2) 05/30/2008   D     506 10/18/2007 10/18/2007 Common Stock 506 (6) 0 D  
Non-emp. dir. stock options (rt to buy) $ 99.04 05/30/2008   D     189 11/30/2005 05/31/2015 Common Stock 189 (7) 0 D  
non-emp. dir. stock options (rt to buy) $ 157.02 05/30/2008   D     1,200 10/18/2007 04/18/2017 Common Stock 1,200 (8) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
NICKELL FRANK T
C/O KELSO & COMPANY
320 PARK AVENUE, 24TH FLOOR
NEW YORK, NY 10022		   X      

Signatures

 /s/ Nickell, Frank T.   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) Disposed of pursuant to the merger agreement between issuer and JPMorgan Chase & Co. in exchange for 7,287 shares of JPMorgan Chase common stock having a market value of $9.35 per share on the effective date of the merger.
(2) This type of derivative security typically does not have a conversion or exercise price
(3) The Restricted Stock Units were converted in the merger into 112 Restricted Stock Units of JPMorgan Chase.
(4) The Restricted Stock Units were converted in the merger into 152 Restricted Stock Units of JPMorgan Chase.
(5) The Restricted Stock Units were converted in the merger into 105 Restricted Stock Units of JPMorgan Chase.
(6) The Restricted Stock Units were converted in the merger into 109 Restricted Stock Units of JPMorgan Chase.
(7) This option was converted in the merger into an option to purchase 41 shares of JPMorgan Chase common stock for $455.29 per share.
(8) This option was converted in the merger into an option to purchase 261 shares of JPMorgan Chase common stock for $721.83 per share.
(9) This option was converted in the merger into an option to purchase 52 shares of JPMorgan Chase common stock for $355.22 per share.
(10) This option was converted in the merger into an option to purchase 58 shares of JPMorgan Chase common stock for $321.70 per share.
(11) This option was converted in the merger into an option to purchase 56 shares of JPMorgan Chase common stock for $333.10 per share.
(12) This option was converted in the merger into an option to purchase 46 shares of JPMorgan Chase common stock for $403.81 per share.
(13) This option was converted in the merger into an option to purchase 324 shares of JPMorgan Chase common stock for $403.07 per share.
(14) This option was converted in the merger into an option to purchase 50 shares of JPMorgan Chase common stock for $372.64 per share.
(15) This option was converted in the merger into an option to purchase 46 shares of JPMorgan Chase common stock for $404.17 per share.
(16) This option was converted in the merger into an option to purchase 41 shares of JPMorgan Chase common stock for $448.58 per share.
(17) This option was converted in the merger into an option to purchase 40 shares of JPMorgan Chase common stock for $457.41 per share
(18) This option was converted in the merger into an option to purchase 444 shares of JPMorgan Chase common stock for $455.45 per share.
(19) This option was converted in the merger into an option to purchase 40 shares of JPMorgan Chase common stock for $462.01 per share.
(20) This option was converted in the merger into an option to purchase 36 shares of JPMorgan Chase common stock for $510.23 per share.
(21) This option was converted in the merger into an option to purchase 30 shares of JPMorgan Chase common stock for $618.03 per share.
(22) This option was converted in the merger into an option to purchase 309 shares of JPMorgan Chase common stock for $654.48 per share.
(23) This option was converted in the merger into an option to purchase 30 shares of JPMorgan Chase common stock for $614.86 per share.
(24) The Restricted Stock Units were converted in the merger into 145 Restricted Stock Units of JPMorgan Chase.
(25) This option was converted in the merger into an option to purchase 652 shares of JPMorgan Chase common stock for $190.78 per share.
(26) This option was converted in the merger into an option to purchase 652 shares of JPMorgan Chase common stock for $210.27 per share.
(27) This option was converted in the merger into an option to purchase 446 shares of JPMorgan Chase common stock for $285.71 per share.
(28) This option was converted in the merger into an option to purchase 415 shares of JPMorgan Chase common stock for $306.61 per share.
(29) This option was converted in the merger into an option to purchase 67 shares of JPMorgan Chase common stock for $276.05 per share.
(30) This option was converted in the merger into an option to purchase 63 shares of JPMorgan Chase common stock for $293.89 per share.
(31) This option was converted in the merger into an option to purchase 63 shares of JPMorgan Chase common stock for $294.21 per share.
(32) This option was converted in the merger into an option to purchase 65 shares of JPMorgan Chase common stock for $287.96 per share.
 
Remarks:
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