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 * GREENBERG ALAN C   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 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

680

11/30/2007

11/30/2007(2)

Common Stock

680

(3)

0

D

CAP Units (2003)

(1)

05/30/2008

D

99,053

11/30/2008

11/30/2008(2)

Common Stock

99,053

(4)

0

D

CAP Units (2004)

(1)

05/30/2008

D

59,953

11/30/2009

11/30/2009(5)

Common Stock

59,953

(6)

0

D

CAP Units (2005)

(1)

05/30/2008

D

52,257

11/30/2010

11/30/2010(5)

Common Stock

52,257

(7)

0

D

CAP Units (2006)

(1)

05/30/2008

D

46,362

11/30/2011

11/30/2011(5)

Common Stock

46,362

(8)

0

D

Emp. Stock Option (Rt. to Buy)

$ 116.5

05/30/2008

D

32,026

12/22/2008

12/22/2015

Common Stock

32,026

(9)

0

D

Emp. stock option (rt. to buy)

$ 165.32

05/30/2008

D

18,789

12/20/2009

12/20/2016

Common Stock

18,789

(10)

0

D

Employee Stock Option (Rt. to Buy 07)

$ 102.65

05/30/2008

D

98,176

12/28/2007

12/28/2014

Common Stock

98,176

(11)

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
GREENBERG ALAN C C/O BEAR, STEARNS & CO. INC. 383 MADISON AVENUE NEW YORK, NY 10179	X

Signatures

/s/ Greenberg, Alan C.		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 147 CAP Units of JPMorgan Chase.
(4)	The CAP Units were converted in the merger into 21,546 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 13,041 CAP Units of JPMorgan Chase.
(7)	The CAP Units were converted in the merger into 11,367 CAP Units of JPMorgan Chase.
(8)	The CAP Units were converted in the merger into 10,085 CAP Units of JPMorgan Chase.
(9)	This option was converted in the merger into an option to purchase 6,966 shares of JPMorgan Chase common stock for $535.56 per share.
(10)	This option was converted in the merger into an option to purchase 4,087 shares of JPMorgan Chase common stock for $759.99 per share.
(11)	This option was converted in the merger into an option to purchase 21,356 shares of JPMorgan Chase common stock for $471.89 per share.

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