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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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

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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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