BEAR STEARNS COMPANIES INC
10-Q/A, 2000-02-17
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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4

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A

[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

                For the quarterly period ended December 31, 1999


[ ]  Transition Report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

         For the transition period from _____________ to ______________

                          Commission File Number 1-8989


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




       Delaware                                           13-3286161
- ----------------------------------           ----------------------------------
   (State or other jurisdiction of          (I.R.S. Employer Identification No.)
     incorporation or organization)



                    245 Park Avenue, New York, New York 10167
             ------------------------------------------------------
               (Address of principal executive offices) (Zip Code)



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



     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

As of February 10, 2000, the latest practicable date, there were 113,409,567
shares of Common Stock, $1 par value, outstanding.


<PAGE>



 Explanatory Note

      This amended Quarterly Report on Form 10-Q corrects a typographical error
in the second to last sentence of Note 9 of The Bear Stearns Companies Inc.
Notes To Consolidated Financial Statements (Unaudited).

9.    STOCK AWARD PLAN

      On October 28, 1999, the stockholders of the Company approved the
      Company's Stock Award Plan (the "Stock Award Plan"). The purpose of the
      Stock Award Plan is to secure for the Company and its stockholders the
      benefits of the additional incentive, inherent in the ownership of the
      Company's stock, by selected key employees of the Company who are
      important to the success and growth of the business. Pursuant to the Stock
      Award Plan, such employees may be offered the opportunity to acquire
      common stock through the grant of options and stock appreciation rights in
      tandem with such options. In January 2000, the Company granted 3,886,334
      options under such plan, at fair market value on date of grant. These
      options vest after three years and have a ten-year expiration.


<PAGE>




                                    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 thereunto duly authorized.


                              The Bear Stearns Companies Inc.
                              -------------------------------
                                    (Registrant)





Date:  February 16, 2000            By:  /s/  Marshall J Levinson
                                         ----------------------------
                                         Marshall J Levinson
                                         Controller
                                         (Principal Accounting Officer)



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