BEAR STEARNS & CO INC
SC 13G/A, 1994-02-14
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                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549
                                               
                            -------------------


                               SCHEDULE 13G

          INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2


                             (Amendment No. 2)


                           Telemundo Group, Inc.                          
- --------------------------------------------------------------------------
                             (Name of Issuer)

            Common Stock                            87943M108
                                                                          
- -----------------------------------   -----------------------------------
   (Title of class of securities)                (CUSIP number)

                                          
                                 ---------


Check the following box if a fee is being paid with the statement   [_].


(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.)  (See Rule 13d-7.)








































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 CUSIP No.      87943M108                                  13G - Page 2


  1   NAME OF REPORTING PERSON:              Bear, Stearns & Co. Inc.

      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE        13-3299429
      PERSON:

  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:*       (a)   [_]
                                                               (b)   [_]

  3   SEC USE ONLY

  4   CITIZENSHIP OR PLACE OF                Delaware
      ORGANIZATION:

   NUMBER OF    5   SOLE VOTING POWER:                  1,928,195
    SHARES
 BENEFICIALLY   6   SHARED VOTING POWER:                0
   OWNED BY
     EACH       7   SOLE DISPOSITIVE POWER:             1,928,195
   REPORTING
  PERSON WITH   8   SHARED DISPOSITIVE POWER:           0

  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING  1,928,195 (as of
      PERSON:                                           12/31/93)

  10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES          [_]
      CERTAIN SHARES:*

  11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):           5.2%

  12  TYPE OF REPORTING PERSON:*             BD




 * SEE INSTRUCTIONS BEFORE FILLING OUT!

































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     Item 1(a):     Name of Issuer:
                    Telemundo Group, Inc.

     Item 1(b):     Address of Issuer's Principal Executive Offices:
                    1740 Broadway
                    New York, NY  10019

     Item 2(a):     Name of Person Filing:
                    Bear, Stearns & Co. Inc.

     Item 2(b):     Address of Principal Business Office:
                    245 Park Ave.
                    New York, NY  10167

     Item 2(c):     Citizenship:
                    Incorporated in Delaware

     Item 2(d):     Title of Class of Securities:
                    Common stock 

     Item 2(e):     Cusip Number:
                    87943M108

     Item 3:   If this statement is filed pursuant to Rule 13d-1(b), or
               13d-2(b), check whether the person filing is a:
               (a)(x) Broker or Dealer registered under Section 15 of the
               ----------------------------------------------------------
               Act
               ---
     Item 4:   Ownership:
          (a)  Amount beneficially owned:  (As of 12/31/93)
               1,928,195                     

          (b)  Percentage of class:  5.2%

          (c)  Number of shares as to which such person has:

               (i)  Sole power to vote or to direct the vote:
                    1,928,195 
                    See item 4(a) herein 
                    ---------------------
              (ii)  Shared power to vote or to direct the vote:  0
























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             (iii)  Sole power to dispose or to direct the
                    disposition of:  1,928,195
                    See item 4(a) herein
                    --------------------
              (iv)  Shared power to dispose or to direct the           
                    disposition:  0

     Item 5:   Ownership of Five or less percent of a Class:
               Not applicable
               --------------
     Item 6:   Ownership of More than Five Percent on Behalf of Another
               Person:   Not applicable
                         --------------
     Item 7:   Identification and Classification of the Subsidiary which
               Acquired the Security Being Reported on by the Parent
               Holding Company:    Not applicable
                                   --------------
     Item 8:   Identification and Classification of Members of the Group: 
               Not applicable
               --------------
     Item 9:   Notice of Dissolution of Group:
               Not applicable
               --------------
     Item 10:  Certification:

          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above were acquired in the
          ordinary course of business and were not acquired for the purpose
          of and do not have the effect of changing or influencing the
          control of the issuer of such securities and were not acquired in
          connection with or as a participant in any transaction having
          such purposes or effect.

          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.


                                        BEAR, STEARNS & CO. INC.




     2/4/93                         /s/  Donald R. Mullen, Jr.          
     -------------------            ------------------------------------
     Date                              Signature
                                       Senior Managing Director 















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