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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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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