SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 17, 2003
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THE BEAR STEARNS COMPANIES INC.
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(Exact name of registrant as specified in its charter)
DELAWARE File No. 1-8989 13-3286161
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification)
incorporation) Number)
383 Madison Avenue, New York, New York 10179
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (212) 272-2000
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Not Applicable
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(former name or former address, if changed since last report)
Item 5. Other Events
Filed herewith are copies of:
(a) Underwriting Agreement, dated July 17, 2003, between The Bear
Stearns Companies Inc. (the "Company") and Bear, Stearns & Co. Inc.
(b) Warrant Agreement, dated July 9, 2003, between the Company and
JPMorgan Chase Bank, as Warrant Agent (the "Warrant Agent").
(c) First Supplemental Warrant Agreement, dated July 17, 2003, among
the Company, the Warrant Agent and Bear, Stearns & Co. Inc.
(d) Form of Accelerated Market Participation Securities Linked to the
S&P 500 Index.
(e) Opinion of Cadwalader, Wickersham & Taft LLP as to legality of the
Accelerated Market Participation Securities Linked to the S&P 500
Index to be issued by the Company.
(f) Opinion of Cadwalader, Wickersham & Taft LLP as to certain federal
income tax consequences described in the Prospectus Supplement dated
July 17, 2003 to the Prospectus dated April 24, 2003, included in
the Registration Statement on Form S-3 filed by the Company
(Registration No. 333-104455).
(g) Consent of Cadwalader, Wickersham & Taft LLP.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired:
Not applicable.
(b) Pro Forma Financial Information:
Not applicable.
(c) Exhibits:
The following exhibits are incorporated by reference into the
Registration Statement on Form S-3 (Registration No. 333-104455) as
exhibits to such Registration Statement:
1(j) Underwriting Agreement, dated July 17, 2003, between the
Company and Bear, Stearns & Co. Inc.
4(c)(11) Warrant Agreement, dated July 9, 2003, between the Company
and the Warrant Agent (incorporated by reference to
Exhibit 4.1(a) to the registrant's registration statement
on Form 8-A filed on July 17, 2003).
4(c)(12) First Supplemental Warrant Agreement, dated July 17, 2003,
among the Company, the Warrant Agent and Bear, Stearns &
Co. Inc. (incorporated by reference to Exhibit 4.1(b) to
the registrant's registration statement on Form 8-A filed
on July 17, 2003).
4(c)(13) Form of Accelerated Market Participation Securities Linked
to the S&P 500 Index.
5(a) Opinion of Cadwalader, Wickersham & Taft as to legality of
the Accelerated Market Participation Securities Linked to
the S&P 500 Index to be issued by the Company.
8(a) Opinion of Cadwalader, Wickersham & Taft LLP as to certain
federal income tax consequences (Included in Exhibit 5(a)).
23(c) Consent of Cadwalader, Wickersham & Taft LLP (Included in
Exhibit 5(a)).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE BEAR STEARNS COMPANIES INC.
By: /s/ Marshall J Levinson
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Marshall J Levinson
Controller
(Principal Accounting Officer)
Dated: July 23, 2003
THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
EXHIBIT INDEX
Exhibit No. Description
1(j) Underwriting Agreement, dated July 17, 2003, between the
Company and Bear, Stearns & Co. Inc.
4(c)(11) Warrant Agreement, dated July 9, 2003, between the Company and
the Warrant Agent (incorporated by reference to Exhibit 4.1(a)
to the registrant's registration statement on Form 8-A filed
on July 17, 2003).
4(c)(12) First Supplemental Warrant Agreement, dated July 17, 2003,
among the Company, the Warrant Agent and Bear, Stearns & Co.
Inc. (incorporated by reference to Exhibit 4.1(b) to the
registrant's registration statement on Form 8-A filed on July
17, 2003).
4(c)(13) Form of Accelerated Market Participation Securities Linked to
the S&P 500 Index.
5(a) Opinion of Cadwalader, Wickersham & Taft as to legality of the
Accelerated Market Participation Securities Linked to the S&P
500 Index to be issued by the Company.
8(a) Opinion of Cadwalader, Wickersham & Taft LLP as to certain
federal income tax consequences (Included in Exhibit 5(a)) .
23(c) Consent of Cadwalader, Wickersham & Taft LLP (Included in
Exhibit 5(a)).