PRICING SUPPLEMENT NO. 28 Rule 424(b)(3)
DATED: October 20, 2003 File No. 333-104455
(To Prospectus dated April 24, 2003,
and Prospectus Supplement dated April 24, 2003)
$10,227,293,162
THE BEAR STEARNS COMPANIES INC.
Medium-Term Notes, Series B
Principal Amount: $145,000,000 Floating Rate Notes [x] Book Entry Notes [x]
Original Issue Date: 10/22/2003 Fixed Rate Notes [ ] Certificated Notes [ ]
Maturity Date: 10/24/2005 CUSIP#: 073928B93
Option to Extend Maturity: No [x]
Yes [ ] Final Maturity Date:
Optional Optional
Redemption Repayment Repayment
Redeemable On Price(s) Date(s) Price(s)
------------- -------------- ------------- -----------
N/A N/A N/A N/A
Applicable Only to Fixed Rate Notes:
------------------------------------
Interest Rate:
Interest Payment Dates:
Applicable Only to Floating Rate Notes:
--------------------------------------
Interest Rate Basis: Maximum Interest Rate: N/A
[ ] Commercial Paper Rate Minimum Interest Rate: N/A
[ ] Federal Funds Effective Rate
[ ] Federal Funds Open Rate Interest Reset Date(s): *
[ ] Treasury Rate Interest Reset Period: Quarterly
[ ] LIBOR Reuters Interest Payment Date(s): **
[x] LIBOR Telerate
[ ] Prime Rate
[ ] CMT Rate
Initial Interest Rate: 1.25% Interest Payment Period: Quarterly
Index Maturity: Three Months
Spread (plus or minus): +0.08%
* 1/22/04, 4/22/04, 7/22/04, 10/22/04, 1/22/05, 4/22/05, and 7/22/05.
** 1/22/04, 4/22/04, 7/22/04, 10/22/04, 1/22/05, 4/22/05, 7/22/05, and
10/24/05.
At August 31, 2003:
o the Company had outstanding (on an unconsolidated basis)
approximately $35.2 billion of debt and other obligations, including
approximately $32.1 billion of unsecured senior debt and $2.8
billion of unsecured inter-company debt; and
o subsidiaries of the Company had outstanding (after elimination of
inter-company items) approximately $170.4 billion of debt and other
obligations (including $46.7 billion related to securities sold
under repurchase agreements, $65.6 billion related to payables to
customers, $28.9 billion related to financial instruments sold, but
not yet purchased, and $29.2 billion of other liabilities, including
$16.7 billion of debt).
* * *
The applicable pricing supplement, the prospectus and the accompanying
prospectus supplement in electronic format may be made available on the Internet
sites of, or through other online services maintained by, the Company and/or one
or more of the agents and/or dealers participating in an offering of notes, or
by their affiliates. In those cases, prospective investors may be able to view
offering terms online and, depending upon the particular agent or dealer,
prospective investors may be allowed to place orders online.
Other than the applicable pricing supplement, the prospectus and the
accompanying prospectus supplement in electronic format, the information on our
or any agent's or dealer's web site and any information contained in any other
web site maintained by any agent or dealer is not part of the pricing
supplement, the prospectus and the accompanying prospectus supplement or the
registration statement of which they form a part; has not been approved or
endorsed by us or by any agent or dealer in its capacity as an agent or dealer,
except, in each case, with respect to the respective web site maintained by such
entity; and should not be relied upon by investors.
* * *
The distribution of Notes will conform to the requirements set forth in Rule
2720 of the NASD Conduct Rules.