UNITED STATES
                      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) September 22, 2004



                         THE BEAR STEARNS COMPANIES INC.
                        ---------------------------------
              (Exact name of registrant as specified in its charter)




 DELAWARE                     File No. 1-8989                   13-3286161
 --------                     ---------------                   ----------
 (State or other              (Commission File                  (IRS Employer
 jurisdiction of               Number)                           Identification
 incorporation)                                                  Number)


                 383 Madison Avenue, New York, New York   10179
               --------------------------------------------------
                (Address of Principal Executive Offices)(Zip Code)

                                  (212)272-2000
                                 ---------------
                 (Registrant's telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))





Section 5 - Corporate Governance and Management

Item 5.02 - Departure of Directors or Principal Officers; Election of Directors;
                  Appointment of Principal Officers.

The Bear Stearns Companies Inc. (NYSE: BSC) announced yesterday that Henry S.
Bienen has been elected to the Board of Directors of the Corporation.
Mr. Bienen has also been elected to the Audit Committee and the Qualified Legal
Compliance Committee of the Board.  Mr. Bienen is currently the President of
Northwestern University. Mr. Bienen will replace Mr. William L. Mack, who is
leaving the Bear Stearns Board of Directors in October.

Mr. Bienen is a member of the board of directors of the Council on Foreign
Relations (New York), serving as chair of its nominating and governance
committee and as a member of its executive committee. He is a member of the
board of directors of the Chicago Council on Foreign Relations and serves on its
executive committee. Other board and trustee memberships include the Consortium
on Financing Higher Education, the Economic Club of Chicago, Deltak edu. Inc.,
JSTOR, the John G. Shedd Aquarium, Steppenwolf Theatre and the Alain Locke
Charter School. Mr. Bienen serves on the executive committee of the Association
of American Universities and is a member of the American Political Science
Association.

Mr. Bienen has earned numerous awards and fellowships both nationally and
internationally. He has also authored and contributed to over one hundred
economic and political books, articles and reports. Mr. Bienen earned a
bachelor's degree with honors from Cornell University and a master's degree from
the University of Chicago. He was awarded a Ph.D. from Chicago and received the
University of Chicago Professional Achievement Alumni Award. He served as dean
of the Woodrow Wilson School at Princeton University from 1992-1994.

Founded in 1923, The Bear Stearns Companies Inc. is the parent company of Bear,
Stearns & Co. Inc., a leading investment banking and securities trading and
brokerage firm serving governments, corporations, institutions and individuals
worldwide. With approximately $41.6 billion in total capital, the company's
business includes corporate finance and mergers and acquisitions, institutional
equities and fixed income sales, trading and research, private client services,
derivatives, foreign exchange and futures sales and trading, asset management
and custody services. Through Bear, Stearns Securities Corp., it offers prime
broker and broker dealer clearing services, including clearing and securities
lending. Headquartered in New York City, the company has approximately 10,500
employees worldwide. For additional information about Bear Stearns, please visit
our Web site at http://www.bearstearns.com.





                                    Signature



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 hereunto duly authorized.


                                              THE BEAR STEARNS COMPANIES INC.

                                       By:     /s/ Jeffrey M. Farber
                                               ----------------------
                                                Jeffrey M. Farber
                                                Controller
                                               (Principal Accounting Officer)

Dated:      September 23, 2004