UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.______)
The Bear Stearns Companies, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
073902108
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(CUSIP Number)
CUSIP No. 073902108
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PACIFIC FINANCIAL RESEARCH
T.I.N.: 95-4623796
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) The shares beneficially owned by a reporting person are
held as a member of a group and such membership is expressly
affirmed.
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
9601 WILSHIRE BOULEVARD, SUITE 800
BEVERLY HILLS, CALIFORNIA 90210
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
1,844,117 SHARES
6. SHARED VOTING POWER
0
7. SOLE DISPOSITIVE POWER
1,844,117 SHARES
8. SHARED DISPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,844,117 SHARES
10. CHECK BOX IF THE AGGREGATED AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.2%
12. TYPE OF REPORTING PERSON*
I/A Investment Advisor
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.
February 11, 1998
/S/
James Gipson
President