BEAR STEARNS COMPANIES INC
8-K, 1999-01-22
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K


                      Pursuant to Section 13 or 15 (d) of
                      The Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported) January 20, 1999



                         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)


  245 Park Avenue, New York, New York                    10167
 (Address of principal executive offices)              (zip code)


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




                               Not Applicable
    (former name or former address, if changed since last report)

<PAGE>


Item 5. Other Events.

Filed  herewith is a copy of The Bear Stearns  Companies  Inc. ( the  "Company")
Press Release,  dated January 20, 1999,  announcing its declaration of quarterly
cash  dividends  and a 5% stock  dividend  on its  outstanding  shares of common
stock.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

                  (a)   Financial Statements of business acquired:

                           Not applicable.

                  (b) Pro Forma financial information:

                           Not applicable.

                  (c)   Exhibit:

                           (99) Press Release, dated January 20, 1999.

<PAGE>



                                            Signatures



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 thereunto duly authorized.

                                           THE BEAR STEARNS COMPANIES INC.



                                       By: /s/ Marshall J Levinson
                                           Marshall J Levinson
                                           Controller and Assistant Secretary
                                           (Principal Accounting Officer)

Dated:   January 22, 1999



<PAGE>



                         THE BEAR STEARNS COMPANIES INC.

                                    FORM 8-K

                                 CURRENT REPORT


                                  EXHIBIT INDEX


Exhibit No.                         Description

(99)                       Press Release, dated January 20, 1999








For Immediate Release


Contact: Ellen Glickman    (212) 272-8188


                         THE BEAR STEARNS COMPANIES INC.
                           DECLARES 5% STOCK DIVIDEND;
                             DECLARES CASH DIVIDENDS

NEW YORK,  January 20, 1999 -- The Bear Stearns Companies Inc. (NYSE: BSC) today
announced a 5% stock  dividend on its  outstanding  shares of common  stock.  In
addition, the company also announced its regular quarterly cash dividends on its
outstanding shares of common stock,  adjustable rate cumulative preferred stock,
6.15% cumulative  preferred stock,  5.72% cumulative  preferred stock, and 5.49%
cumulative preferred stock.

5% Stock Dividend Declared

The Board of Directors declared a 5% stock dividend on the outstanding shares of
common stock to be distributed  February 26, 1999 to  shareholders  of record on
February 12, 1999.  The quarterly  cash dividend  declared today will be paid in
respect  of shares  of common  stock  outstanding  on  February  12,  1999,  and
consequently will not be paid on the newly issued shares.

Giving  effect to the 5% stock  dividend,  earnings  per  share  for the  second
quarter of fiscal  1999 were 84 cents  versus  $1.06 for the same  quarter  last
year;  earnings  per share for the first six months were $1.22  versus $2.11 for
the  comparable  period a year ago;  and book value as of December  31, 1998 was
$23.69 per share.



<PAGE>



Quarterly Cash Dividends Declared



The Board of Directors  declared a regular  quarterly  cash dividend of 15 cents
per share on the  outstanding  shares of the  company's  common  stock,  payable
February 26, 1999 to shareholders of record on February 12, 1999. The board also
declared a quarterly  cash dividend of 68.75 cents per share on the  outstanding
shares of adjustable rate cumulative  preferred stock, payable April 15, 1999 to
shareholders of record on March 31, 1999. In addition,  other regular  dividends
declared by the Board of Directors  include:  (i) a cash  dividend of $3.075 per
share on the outstanding  shares of 6.15% cumulative  preferred stock,  which is
equivalent to 76.875 cents per related depositary share; (ii) a cash dividend of
$2.86 per share on the outstanding  shares of 5.72% cumulative  preferred stock,
which is equivalent  to 71.50 cents per related  depositary  share;  and (iii) a
cash dividend of $2.745 per share on the outstanding  shares of 5.49% cumulative
preferred  stock,  which is  equivalent  to 68.625 cents per related  depositary
share, all payable April 15, 1999 to shareholders of record on March 31, 1999.

The Bear Stearns  Companies  Inc.,  with $18.9 billion in total capital,  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.   The  company's  business  includes
corporate finance and mergers and acquisitions, institutional equities and fixed
income sales and trading, private client services, derivatives, foreign exchange
and futures sales and trading,  asset management and custody  services.  Through
Bear,  Stearns  Securities  Corp.,  it  offers  professional  and  correspondent
clearing,  including  securities  lending.  Headquartered  in New York City, the
company has over 9,500 employees located in domestic offices in Atlanta, Boston,
Chicago, Dallas, Los Angeles and San Francisco; and an international presence in
Beijing,  Buenos Aires, Dublin, Hong Kong, London,  Lugano, Sao Paulo, Shanghai,
Singapore and Tokyo. For additional information about Bear Stearns, please visit
our website at http://www.bearstearns.com.



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