UNITED STATES
                        SECURITIES EXCHANGE COMMISSION
                            Washington, D.C. 20549

-------------------------------------------------------------------------------

                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                               (Amendment No. 4)*

                              BEARINGPOINT, INC.
                              ------------------
                               (Name of Issuer)


                   Common Stock, $0.01 par value per share
                   ---------------------------------------
                        (Title of Class of Securities)


                                   074002106
                                   ---------
                                (CUSIP Number)


                                 May 30, 2008
                                 ------------
            (Date of Event which Requires Filing of this Statement)


Check the  appropriate box to designate the rule pursuant to which this Schedule
is filed:

                               [ ] Rule 13d-1(b)

                               [X] Rule 13d-1(c)

                               [ ] Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).


                         Continued on following pages
                               Page 1 of 7 Pages



                                                               Page 2 of 7 Pages

.................................................................................
1.     Names of Reporting Persons.

       I.R.S. Identification Nos. of above persons (entities only).


       GLENVIEW CAPITAL MANAGEMENT, LLC

.................................................................................
2.     Check the Appropriate Box if a Member of a Group

       (a) [ ]

       (b) [ ]
.................................................................................
3.     SEC Use Only
.................................................................................
4.     Citizenship or Place of Organization

       Delaware
.................................................................................
Number of           5.  Sole Voting Power               None
Shares              ............................................................
Beneficially        6.  Shared Voting Power             30,334,193
Owned by Each       ............................................................
Reporting           7.  Sole Dispositive Power          None
Person With         ............................................................
                    8.  Shared Dispositive Power        30,334,193
.................................................................................
9.     Aggregate Amount Beneficially Owned by Each Reporting Person

       30,334,193
.................................................................................
10.    Check if the Aggregate Amount in Row (9) Excludes Certain Shares
       (See Instructions)

       [ ]
.................................................................................
11.    Percent of Class Represented by Amount in Row (9)

       13.55% based on 223,859,623 shares outstanding as of May 1, 2008.(1)
.................................................................................
12.    Type of Reporting Person:

       OO


------------------------
(1) Based upon  information  provided  by the Issuer in its most  recently-filed
quarterly report on Form 10-Q, there were 217,900,530  shares  outstanding as of
May 1, 2008. The Reporting  Person may also be deemed to be the beneficial owner
of shares issuable upon conversion of certain convertible notes. The shares that
would be obtained by the Reporting  Person upon conversion have been included as
shares outstanding for purposes of calculating the Reporting Person's percentage
of beneficial ownership.



                                                               Page 3 of 7 Pages

.................................................................................
1.     Names of Reporting Persons.

       I.R.S. Identification Nos. of above persons (entities only).


       LAWRENCE M. ROBBINS
.................................................................................
2.     Check the Appropriate Box if a Member of a Group

       (a) [ ]

       (b) [ ]
.................................................................................
3.     SEC Use Only
.................................................................................
4.     Citizenship or Place of Organization

       United States of America
.................................................................................
Number of           5.  Sole Voting Power               None
Shares              ............................................................
Beneficially        6.  Shared Voting Power             30,334,193
Owned by Each       ............................................................
Reporting           7.  Sole Dispositive Power          None
Person With         ............................................................
                    8.  Shared Dispositive Power        30,334,193
.................................................................................
9.     Aggregate Amount Beneficially Owned by Each Reporting Person

       30,334,193
.................................................................................
10.    Check if the Aggregate Amount in Row (9) Excludes Certain Shares
       (See Instructions)

       [ ]
.................................................................................
11.    Percent of Class Represented by Amount in Row (9)

       13.55% based on 223,859,623 shares outstanding as of May 1, 2008.(1)
.................................................................................
12.    Type of Reporting Person:

       IN

------------------------
(1) Based upon  information  provided  by the Issuer in its most  recently-filed
quarterly report on Form 10-Q, there were 217,900,530  shares  outstanding as of
May 1, 2008. The Reporting  Person may also be deemed to be the beneficial owner
of shares issuable upon conversion of certain convertible notes. The shares that
would be obtained by the Reporting  Person upon conversion have been included as
shares outstanding for purposes of calculating the Reporting Person's percentage
of beneficial ownership.



                                                               Page 4 of 7 Pages

Item 1(a).        Name of Issuer:

                  BearingPoint, Inc. (the "Issuer")

Item 1(b).        Address of Issuer's Principal Executive Offices:

                  1676 International Drive, McLean, VA 22102.

Item 2(a).        Name of Person Filing

                  This  Statement  is filed on behalf  of each of the  following
persons (collectively, the "Reporting Persons"):


                  i)  Glenview  Capital   Management,   LLC  ("Glenview  Capital
Management");

                  ii) Lawrence M. Robbins ("Mr. Robbins").

                  This Statement  relates to Shares (as defined herein) held for
the accounts of Glenview Capital Partners,  L.P., a Delaware limited partnership
("Glenview  Capital  Partners"),  Glenview  Capital Master Fund,  Ltd., a Cayman
Islands   exempted   company   ("Glenview   Capital  Master   Fund"),   Glenview
Institutional   Partners,   L.P.,  a  Delaware  limited  partnership  ("Glenview
Institutional  Partners"),  GCM Little Arbor Master Fund, Ltd., a Cayman Islands
exempted   company   ("GCM  Little  Arbor  Master   Fund"),   GCM  Little  Arbor
Institutional Partners,  L.P., a Delaware limited partnership ("GCM Little Arbor
Institutional Partners") and GCM Little Arbor Partners, L.P., a Delaware limited
partnership ("GCM Little Arbor Partners").

                  Glenview Capital  Management  serves as investment  manager to
each of Glenview  Capital  Partners,  Glenview  Capital  Master  Fund,  Glenview
Institutional   Partners,  GCM  Little  Arbor  Master  Fund,  GCM  Little  Arbor
Institutional Partners and GCM Little Arbor Partners. In such capacity, Glenview
Capital  Management may be deemed to have voting and dispositive  power over the
Shares held for such  accounts.  Mr. Robbins is the Chief  Executive  Officer of
Glenview Capital Management.



                                                               Page 5 of 7 Pages

Item 2(b).        Address  of  Principal Business Office or, if None, Residence:

                  The  address  of the  principal  business  office  of  each of
Glenview Capital Management and Mr. Robbins is 767 Fifth Avenue, 44th Floor, New
York, New York 10153.

Item 2(c).        Citizenship:

                  i) Glenview Capital Management is a Delaware limited liability
company;

                  ii) Mr. Robbins is a citizen of the United States of America.

Item 2(d).        Title of Class of Securities:

                  Common Stock (the "Shares")

Item 2(e).        CUSIP Number:

                  074002106

Item 3.           If This Statement is Filed Pursuant to  ss.ss.240.13d-1(b)  or
                  240.13d-2(b)  or  (c),  Check  Whether the Person Filing is a:

                  This Item 3 is not applicable.

Item 4.           Ownership:

Item 4(a)         Amount Beneficially Owned:

                  As of June 2, 2008,  each of Glenview  Capital  Management and
Mr. Robbins may be deemed to be the beneficial owner of 30,334,193 Shares.  This
amount consists of: (A) 903,601 Shares held for the account of Glenview  Capital
Partners; (B) 203,940 Shares issuable upon the conversion of certain convertible
notes held for the account of Glenview Capital  Partners;  (C) 15,384,345 Shares
held for the account of Glenview  Capital  Master  Fund;  (D)  3,261,819  Shares
issuable upon the conversion of certain  convertible  notes held for the account
of Glenview  Capital Master Fund;  (E) 6,155,154  Shares held for the account of
Glenview  Institutional   Partners;  (F)  1,385,455  Shares  issuable  upon  the
conversion  of  certain  convertible  notes  held for the  account  of  Glenview
Institutional  Partners;  (G)  1,629,479  Shares held for the account of the GCM
Little Arbor Master Fund;  (H) 934,394  Shares  issuable upon the  conversion of
certain  convertible notes held for the account of GCM Little Arbor Master Fund;
(I)  279,392  Shares  held for the  account  of GCM Little  Arbor  Institutional
Partners; (J) 160,303 Shares issuable upon the conversion of certain convertible
notes held for the  account  of GCM Little  Arbor  Institutional  Partners;  (K)
23,129 Shares held for the account of GCM Little Arbor Partners;  and (L) 13,182
Shares  issuable upon the conversion of certain  convertible  notes held for the
account of GCM Little Arbor Partners.

Item 4(b)         Percent of Class:

                  The  number  of  Shares  of  which  each of  Glenview  Capital
Management and Mr. Robbins may be deemed to be the beneficial owner  constitutes
approximately  13.55% of the total  number of the  223,859,623  total  number of
Shares outstanding.(1)



                                                               Page 6 of 7 Pages

Item 4(c)         Number of Shares of which such person has:

Glenview Capital Management and Mr. Robbins:
-------------------------------------------

(i) Sole power to vote or direct the vote:                                     0

(ii) Shared power to vote or direct the vote:                         30,334,193

(iii) Sole power to dispose or direct the disposition of:                      0

(iv) Shared power to dispose or direct the disposition of:            30,334,193

Item 5.           Ownership of Five Percent or Less of a Class:

                  This Item 5 is not applicable.

Item 6.           Ownership  of More than  Five  Percent  on  Behalf of  Another
                  Person:

                  This Item 6 is not applicable.

Item 7.           Identification  and  Classification  of the  Subsidiary  Which
                  Acquired the Security  Being Reported on By the Parent Holding
                  Company:

                  See disclosure in Item 2 hereof.

Item 8.           Identification and Classification of Members of the Group:

                  This Item 8 is not applicable.

Item 9.           Notice of Dissolution of Group:

                  This Item 9 is not applicable.

Item 10.          Certification:

                  By signing below each of the Reporting Persons certifies that,
to the best of their knowledge and belief, the securities referred to above were
not  acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired
and are not  held in  connection  with or as a  participant  in any  transaction
having that purpose or effect.


------------------------

(1) Based upon  information  provided  by the Issuer in its most  recently-filed
quarterly report on Form 10-Q, there were 217,900,530  shares  outstanding as of
May 1, 2008. The Reporting  Person may also be deemed to be the beneficial owner
of shares issuable upon conversion of certain convertible notes. The shares that
would be obtained by the Reporting  Person upon conversion have been included as
shares outstanding for purposes of calculating the Reporting Person's percentage
of beneficial ownership.



                                                               Page 7 of 7 Pages

                                    SIGNATURE

      After  reasonable  inquiry and to the best of my knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.

Date: June 3, 2008                      GLENVIEW CAPITAL MANAGEMENT, LLC


                                        By:   /s/ Lawrence M. Robbins
                                              -----------------------
                                        Name: Lawrence M. Robbins
                                        Title:   Chief Executive Officer


Date: June 3, 2008                      LAWRENCE M. ROBBINS


                                        /s/ Lawrence M. Robbins
                                        -----------------------