BEAR STEARNS COMPANIES INC
424B3, 1994-09-08
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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PRICING SUPPLEMENT NO. 39                                    Rule 424(b)(3)
DATED: September 7, 1994                                  File No. 33-52701
(To Prospectus dated April 8, 1994
and Prospectus Supplement dated April 8, 1994)


                               $2,873,608,750
                      THE BEAR STEARNS COMPANIES INC.
                        MEDIUM-TERM NOTES, SERIES B
          WITH MINIMUM MATURITY OF NINE MONTHS FROM DATE OF ISSUE

 Principal Amount:            Floating Rate Notes Book Entry Notes
 $25,000,000                  [x]                 [x]

 Original Issue Date:         Fixed Rate Notes    Certificated Notes
 9/14/94                      [_]                 [_]

 Maturity Date: 9/14/95

 Option to Extend Maturity:   No  [x]

                              Yes [_]   Final Maturity Date:

                                      Optional           Optional
                    Redemption        Repayment          Repayment
 Redeemable On      Price(s)          Date(s)            Price(s)
 -------------      --------          -------            --------
 N/A                N/A               N/A                N/A

Applicable Only to Fixed Rate Notes:
- -----------------------------------

Interest Rate:  

Applicable Only to Floating Rate Notes:
- --------------------------------------

 Interest Rate Basis:                  Maximum Interest Rate: N/A

 [_]  Commercial Paper Rate            Minimum Interest Rate: N/A

 [_]  Federal Funds Rate               Interest Reset Date(s): *

 [_]  Treasury Rate                    Interest Reset Period: Daily

 [_]  LIBOR                            Interest Payment Date(s): **

 [x]  Prime Rate

 [_]  CMT Rate

 Initial Interest Rate: ***            Interest Payment Period: Quarterly

 Index Maturity:  N/A

 Spread (plus or minus): -2.60%

- -------------------------
*    Daily on each Business Day.

**   12/15/94, 3/15/95, 6/15/95 and 9/14/95.

***  The Prime Rate as of September 14, 1994 minus 260 basis points.

The distribution of Notes will conform to the requirements set forth in the
applicable sections of Schedule E to the By-laws of the National
Association of Securities Dealers, Inc.




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