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 *
LEHMAN MARK E
  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)
EVP
(Last)
(First)
(Middle)
C/O BEAR, STEARNS & CO. INC., 383 MADISON AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
11/17/2004
(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
Common Stock 11/17/2004   J(1)   85,578 D $ 0 109,418 D  
Common Stock               100 I By Custodian For Child
Common Stock               29,764 I By Trust

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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 (1999) $ 0 11/17/2004   J(2)     34,320 11/30/2004 11/30/2004 Common Stock 34,320 $ 0 34,320 D  
CAP Units (2000) $ 0 11/17/2004   J(2)     31,689 11/30/2005 11/30/2005 Common Stock 31,689 $ 0 31,690 D  
CAP Units (2001) $ 0 11/17/2004   J(2)     4,310 11/30/2006 11/30/2006 Common Stock 4,310 $ 0 4,309 D  
CAP Units (2002) $ 0 11/17/2004   J(2)     13,528 11/30/2007 11/30/2007 Common Stock 13,528 $ 0 13,528 D  
CAP Units 2003 $ 0 11/17/2004   J(2)     14,668 11/30/2008 11/30/2008 Common Stock 14,668 $ 0 14,668 D  
Emp. Stock Option (Right to Buy) $ 73.75 11/17/2004   J(2)     30,118 12/15/2006 12/15/2013 Common Stock 30,118 $ 0 30,118 D  
Employee Stock Option (Right to Buy) $ 38.75 11/17/2004   J(2)     8,026 01/10/2003 01/10/2010 Common Stock 8,026 $ 0 8,026 D  
Employee Stock Option (Right to Buy) $ 49.63 11/17/2004   J(2)     10,381 12/11/2003 12/11/2010 Common Stock 10,381 $ 0 10,381 D  
Employee Stock Option (Right to Buy) $ 56.88 11/17/2004   J(2)     3,952 12/17/2004 12/17/2011 Common Stock 3,952 $ 0 3,953 D  
Employee Stock Option (Right to Buy) $ 64 11/17/2004   J(2)     8,500 11/30/2005 11/30/2012 Common Stock 8,500 $ 0 8,500 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LEHMAN MARK E
C/O BEAR, STEARNS & CO. INC.
383 MADISON AVENUE
NEW YORK, NY 10179
      EVP  

Signatures

 /s/ Lehman, Mark E.   11/23/2004
**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) On November 17, 2004, the Reporting Person transferred 85,578 shares of the Company's common stock to his wife pursuant to a Property Settlement Agreement.
(2) The stock options and CAP Units were granted to the Reporting Person. On 11/17/04, the Reporting Person transferred the economic benefit of 1/2 of the stock options and 1/2 of the CAP Units to his wife pursuant to a Property Settlement Agreement. Pursuant to the Property Settlement Agreement, the Reporting Person is deemed to hold 1/2 of the stock options and 1/2 of the CAP Units for the benefit of his wife. The Reporting Person's wife is entitled to 1/2 of the shares issued upon exercise of the stock options and vesting of the CAP Units and may be deemed the indirect beneficial owner of 1/2 of the stock options and 1/2 of the CAP Units. The Reporting Person disclaims beneficial ownership of 1/2 of the stock options and 1/2 of the CAP Units except to the extent of his pecuniary interest therein.

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