Title
of Each Class of Securities Offered
|
|
Maximum
Aggregate Offering Price
|
|
Amount
of
Registration
Fee(1)
|
Medium-Term
Notes, Series B
|
|
$3,199,000
|
|
$342.30
|
· |
The
Notes are linked to the performance of the S&P 500®
(the “Index”) and are not principal protected. When we refer to Notes in
this pricing supplement, we mean Notes with a principal amount of
$1,000.
On the Maturity Date, you will receive the “Cash Settlement Value,” an
amount in cash depending on the relation of the Final Index Level
to the
Initial Index Level.
|
· |
If,
at maturity, the Final Index Level is greater than or equal to the
Initial
Index Level, we will pay you the principal amount of the Notes, plus
the
lesser of:
|
·
|
200.00%
of the percentage increase in the Index multiplied by the principal
amount
of the Notes, and
|
·
|
17.75%
(the maximum return on the Notes) multiplied by the principal amount
of
the Notes.
|
· |
If,
at maturity, the Final Index Level is less than the Initial Index
Level,
you will receive less, and possibly significantly less, than the
principal
you invested. In this case, we will pay you, per Note:
|
·
|
$1,000
multiplied by an amount, in percentage terms, equal to the Final
Index
Level divided by the Initial Index
Level.
|
·
|
The
CUSIP number for the Notes is
073928T52.
|
Per
Note
|
Total
|
||
Initial
public offering price
|
100.00%
|
$3,199,000
|
|
Agent’s
discount
|
0.00%
|
$0
|
|
Proceeds,
before expenses, to us
|
100.00%
|
$3,199,000
|
·
|
Growth
potential—The return, if any, on the Notes is based upon whether the Final
Index Level is greater than or equal to the Initial Index
Level.
|
·
|
Potential
leverage in the increase, if any, in the Index—The Notes may be an
attractive investment for investors who have a bullish view of the
Index
in the short-term. If held to maturity, the Notes allow you to participate
in 200.00% of the potential increase in the Index, not to exceed
the
maximum return of 17.75%, representing a 8.875% increase in the Initial
Index Level.
|
·
|
Diversification—Because
the Index represents a broad spectrum of the United States equity
market,
the Notes may allow you to diversify an existing
portfolio.
|
·
|
Taxes—The
U.S. federal income tax consequences of an investment in the Notes
are
complex and uncertain. We intend to treat the Notes for all tax purposes
as pre-paid cash-settled executory contracts linked to the value
of the
Index and, where required, to file information returns with the Internal
Revenue Service in accordance with such treatment. Prospective investors
are urged to consult their tax advisors regarding the U.S. federal
income
tax consequences of an investment in the Notes. Assuming the Notes
are
treated as pre-paid cash-settled executory contracts, you should
be
required to recognize capital gain or loss to the extent that the
cash you
receive on the Maturity Date or upon a sale or exchange of the Notes
prior
to the Maturity Date differs from your tax basis on the Notes (which
will
generally be the amount you paid for the
Notes).
|
·
|
Possible
loss of principal—The Notes are not principal protected. If the Final
Index Level is less than the Initial Index Level, there will be no
principal protection on the Notes and the Cash Settlement Value you
will
receive will be less than the initial offering price in proportion
to the
percentage decline in the Index. In that case, you will receive less,
and
possibly significantly less, than the original public offering price
of
$1,000.
|
·
|
Maximum
return of 17.75%—You will not receive more than the maximum return of
17.75% at maturity. Because the maximum return on the Notes is 17.75%,
the
maximum Cash Settlement Value is $1,177.50. Therefore, the Cash Settlement
Value will not reflect the increase in the value of the Notes if
the
Initial Index Level increases by more than 8.875%.
|
·
|
No
interest, dividend or other payments—You will not receive any interest,
dividend payments or other distributions on the stocks underlying
the
Index, nor will such payments be included in the calculation of the
Cash
Settlement Value you will receive at
maturity.
|
·
|
Not
exchange listed—The Notes will not be listed on any securities exchange
and we do not expect a trading market to develop, which may affect
the
price that you receive for your Notes upon any sale prior to
maturity.
|
·
|
Liquidity—Because
the Notes will not be listed on any securities exchange, we do not
expect
a trading market to develop, and, if such a market were to develop,
it may
not be liquid. Our subsidiary, Bear, Stearns & Co. Inc. (“Bear
Stearns”) has advised us that they intend under ordinary market conditions
to indicate prices for the Notes on request. However, we cannot guarantee
that bids for outstanding Notes will be made in the future; nor can
we
predict the price at which those bids will be made. In any event,
Notes
will cease trading as of the close of business on the Maturity
Date.
|
Issuer:
|
The
Bear Stearns Companies Inc.
|
Index:
|
Standard
& Poor’s 500 Index®
(ticker “SPX”), as published by S&P (the
“Sponsor”).
|
Face
amount:
|
Each
Note will be issued in minimum denominations of $1,000 and $1,000
multiples thereafter; provided, however, that the minimum purchase
for any
purchaser domiciled in a Member state of the European Union shall
be
$100,000. The aggregate principal amount of the Notes being offered
is
$3,199,000. When we refer to Note or Notes in this pricing supplement,
we
mean Notes with a principal amount of $1,000.
|
Further
issuances:
|
Under
certain limited circumstances, and at our sole discretion, we may
offer
further issuances of the Notes. These further issuances, if any,
will be
consolidated to form a single series with the Notes and will have
the same
CUSIP number and will trade interchangeably with the Notes immediately
upon settlement.
|
Cash
Settlement Value:
|
On
the Maturity Date, you will receive the Cash Settlement Value,
an amount
in cash that depends upon the relation of the Final Index Level
to the
Initial Index Level. If, at maturity, the Final Index Level is
greater
than or equal to the Initial Index Level, we will pay you the principal
amount of the Notes, plus the lesser of:
|
|
|
Thus,
if the Final Index Level is greater than 108.875% of the Initial
Index
Level, regardless of the extent to which the Final Index Level
is greater
than the Initial Index Level, we will pay you $1,177.50 per Note,
which
represents a maximum return of 17.75%.
|
|
If,
at maturity, the Final Index Level is less than the Initial Index
Level,
you will receive less, and possibly significantly less, than the
principal
you invested. In this case, we will pay you, per Note:
|
|
|
|
Interest:
|
The
Notes will not bear interest.
|
Initial
Index Level:
|
Equals
1,431.90, the closing value of the Index on January 16,
2007.
|
Final
Index Level:
|
Will
be determined by the Calculation Agent and will equal the closing
value of
the Index on February 19, 2008, the “Calculation Date.” If that day is not
an Index Business Day, the next Index Business Day will be the
Calculation
Date.
|
Maturity
Date:
|
The
Notes will mature on February 21, 2008.
|
Exchange
listing:
|
The
Notes will not be listed on any securities exchange.
|
Index
Business Day:
|
Means
any day on which the Primary Exchange and each Related Exchange
are
scheduled to be open for
trading.
|
·
|
want
potential upside exposure to stocks underlying the
Index;
|
·
|
believe
that the Index will increase over the term of the Notes and that
such
increase will not exceed 17.75%;
|
·
|
are
willing to risk the possible loss of 100% of their investment in
exchange
for the opportunity to participate in 200.00% of the appreciation,
if any,
in the Index (up to the maximum return of 17.75%),
and
|
·
|
are
willing to forgo interest payments or dividend payments on the stocks
underlying the Index.
|
·
|
you
seek full principal protection under all market
conditions;
|
·
|
you
seek current income or dividend payments from your
investment;
|
·
|
you
seek an investment that offers the possibility to fully participate
in the
potential appreciation of the
Index;
|
·
|
you
seek an investment with an active secondary
market;
|
·
|
you
are unable or unwilling to hold the Notes until maturity;
or
|
·
|
you
do not have a bullish view of the Index over the term of the
Notes.
|
·
|
Index
performance.
We expect that the value of the Notes prior to maturity will depend
substantially on whether the level of the Index is greater than the
Initial Index Level or the amount by which the Final Index Level
at any
given point in time is less than the Initial Index Level. If you
decide to
sell your Notes when the level of the Index exceeds the Initial Index
Level, you may nonetheless receive substantially less than the amount
that
would be payable at maturity based on that Index Level because of
expectations that the Index Level will continue to fluctuate until
the
Final Index Level is determined. Economic, financial, regulatory,
geographic, judicial, political and other developments that affect
the
common stocks in the Index may also affect the level of the Index
and,
thus, the value of the Notes.
|
·
|
Volatility
of the Index.
Volatility is the term used to describe the size and frequency of
market
fluctuations. If the volatility of the Index increases or decreases,
the
trading value of the Notes may be adversely affected. This volatility
may
increase the risk that the level of the Index will decline, which
could
negatively affect the trading value of Notes. The effect of the volatility
of the Index on the trading value of the Notes may not necessarily
decrease over time during the term of the
Notes.
|
·
|
Interest
rates.
We expect that the trading value of the Notes will be affected by
changes
in U.S. interest rates. In general, if U.S. interest rates increase,
the
value of the Notes may decrease, and if U.S. interest rates decrease,
the
value of the Notes may increase. Interest rates may also affect the
economy and, in turn, the value of the Index, which (for the reasons
discussed above) would affect the value of the Notes. Rising interest
rates may lower the value of the Index and, thus, the value of the
Notes.
Falling interest rates may increase the value of the Index and, thus,
the
value of the Notes.
|
·
|
Our
credit ratings, financial condition and results of
operations.
Actual or anticipated changes in our current credit ratings, A1 by
Moody’s
Investor Service, Inc. and A+ by Standard & Poor’s Rating Services, as
well as our financial condition or results of operations may significantly
affect the trading value of the Notes. However, because the return
on the
Notes is dependent upon factors in addition to our ability to pay
our
obligations under the Notes, such as the level of the Index, an
improvement in our credit ratings, financial condition or results
of
operations is not expected to have a positive effect on the trading
value
of the Notes.
|
·
|
Time
remaining to maturity.
As the time remaining to maturity of the Notes decreases, the “time
premium” associated with the Notes will decrease. A “time premium” results
from expectations concerning the value of the Index during the period
prior to the maturity of the Notes. As the time remaining to the
maturity
of the Notes decreases, this time premium will likely decrease,
potentially adversely affecting the trading value of the Notes. As
the
time remaining to maturity decreases, the trading value of the Notes
and
the supplemental return may be less sensitive to the volatility of
the
Index.
|
·
|
Dividend
yield.
The value of the Notes may also be affected by the dividend yields
on the
stocks in the Index. In general, because the Index does not incorporate
the value of dividend payments, higher dividend yields will likely
reduce
the value of the Notes and, conversely, lower dividend yields will
likely
increase the value of the Notes.
|
·
|
Events
involving the companies issuing the common stocks comprising the
Index.
General economic conditions and earnings results of the companies
whose
stocks comprise the Index, and real or anticipated changes in those
conditions or results, may affect the trading value of the Notes.
Some of
the stocks included in the Index may be affected by mergers and
acquisitions, which can contribute to volatility of the Index. As
a result
of a merger or acquisition, one or more stocks in the Index may be
replaced with a surviving or acquiring entity’s securities. The surviving
or acquiring entity’s securities may not have the same characteristics as
the stock originally included in the
Index.
|
·
|
Size
and liquidity of the trading market.
The Notes will not be listed on any securities exchange and we do
not
expect a trading market to develop. There may not be a secondary
market in
the Notes, which may affect the price that you receive for your Notes
upon
any sale prior to maturity. If a trading market does develop, there
can be
no assurance that there will be liquidity in the trading market.
If the
trading market for the Notes is limited, there may be a limited number
of
buyers for your Notes if you do not wish to hold your investment
until
maturity. This may affect the price you receive upon any sale of
the Notes
prior to maturity.
|
·
|
Investor
purchases $1,000 aggregate principal amount of Notes at the initial
public
offering price of $1,000.
|
·
|
Investor
holds the Notes to maturity.
|
·
|
The
Initial Index Level is equal to
1,425.00.
|
·
|
The
maximum return on the Notes is
17.70%
|
·
|
All
returns are based on a 13-month term; pre-tax
basis.
|
·
|
No
Market Disruption Events occur during the term of the
Notes.
|
Example
1
|
Example
2
|
Example
3
|
Example
4
|
|
Initial
Index Level
|
1,425.00
|
1,425.00
|
1,425.00
|
1,425.00
|
Hypothetical
Final Index Level
|
1,467.75
|
1,781.25
|
1,425.00
|
1,068.75
|
Value
of Final Index Level relative to
the
Initial Index Level
|
Higher
|
Higher
|
Equal
|
Lower
|
Principal
fully repaid?
|
Yes
|
Yes
|
Yes
|
No
|
Cash
Settlement Value per Note
|
$1,060.00
|
$1,177.00
|
$1,000.00
|
$750.00
|
Initial
Index
Level
|
Final
Index Level
|
Percentage
Change in Index
|
Cash
Settlement Value Per Note
|
Return
if Held to Maturity
|
Initial
Index Level
|
Final
Index Level
|
Percentage
Change in Index
|
Cash
Settlement Value Per Note
|
Return
if Held to Maturity
|
|
1,425.00
|
1,775.00
|
+24.56%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,412.50
|
-0.88%
|
$991.23
|
-0.88%
|
|
1,425.00
|
1,762.50
|
+23.68%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,400.00
|
-1.75%
|
$982.46
|
-1.75%
|
|
1,425.00
|
1,750.00
|
+22.81%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,387.50
|
-2.63%
|
$973.68
|
-2.63%
|
|
1,425.00
|
1,737.50
|
+21.93%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,375.00
|
-3.51%
|
$964.91
|
-3.51%
|
|
1,425.00
|
1,725.00
|
+21.05%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,362.50
|
-4.39%
|
$956.14
|
-4.39%
|
|
1,425.00
|
1,712.50
|
+20.18%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,350.00
|
-5.26%
|
$947.37
|
-5.26%
|
|
1,425.00
|
1,700.00
|
+19.30%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,337.50
|
-6.14%
|
$938.60
|
-6.14%
|
|
1,425.00
|
1,687.50
|
+18.42%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,325.00
|
-7.02%
|
$929.82
|
-7.02%
|
|
1,425.00
|
1,675.00
|
+17.54%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,312.50
|
-7.89%
|
$921.05
|
-7.89%
|
|
1,425.00
|
1,662.50
|
+16.67%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,300.00
|
-8.77%
|
$912.28
|
-8.77%
|
|
1,425.00
|
1,650.00
|
+15.79%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,287.50
|
-9.65%
|
$903.51
|
-9.65%
|
|
1,425.00
|
1,637.50
|
+14.91%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,275.00
|
-10.53%
|
$894.74
|
-10.53%
|
|
1,425.00
|
1,625.00
|
+14.04%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,262.50
|
-11.40%
|
$885.96
|
-11.40%
|
|
1,425.00
|
1,612.50
|
+13.16%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,250.00
|
-12.28%
|
$877.19
|
-12.28%
|
|
1,425.00
|
1,600.00
|
+12.28%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,237.50
|
-13.16%
|
$868.42
|
-13.16%
|
|
1,425.00
|
1,587.50
|
+11.40%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,225.00
|
-14.04%
|
$859.65
|
-14.04%
|
|
1,425.00
|
1,575.00
|
+10.53%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,212.50
|
-14.91%
|
$850.88
|
-14.91%
|
|
1,425.00
|
1,562.50
|
+9.65%
|
$1,177.00
|
17.70%
|
1,425.00
|
1,200.00
|
-15.79%
|
$842.11
|
-15.79%
|
|
1,425.00
|
1,550.00
|
+8.77%
|
$1,175.44
|
17.54%
|
1,425.00
|
1,187.50
|
-16.67%
|
$833.33
|
-16.67%
|
|
1,425.00
|
1,537.50
|
+7.89%
|
$1,157.89
|
15.79%
|
1,425.00
|
1,175.00
|
-17.54%
|
$824.56
|
-17.54%
|
|
1,425.00
|
1,525.00
|
+7.02%
|
$1,140.35
|
14.04%
|
1,425.00
|
1,162.50
|
-18.42%
|
$815.79
|
-18.42%
|
|
1,425.00
|
1,512.50
|
+6.14%
|
$1,122.81
|
12.28%
|
1,425.00
|
1,150.00
|
-19.30%
|
$807.02
|
-19.30%
|
|
1,425.00
|
1,500.00
|
+5.26%
|
$1,105.26
|
10.53%
|
1,425.00
|
1,137.50
|
-20.18%
|
$798.25
|
-20.18%
|
|
1,425.00
|
1,487.50
|
+4.39%
|
$1,087.72
|
8.77%
|
1,425.00
|
1,125.00
|
-21.05%
|
$789.47
|
-21.05%
|
|
1,425.00
|
1,475.00
|
+3.51%
|
$1,070.18
|
7.02%
|
1,425.00
|
1,112.50
|
-21.93%
|
$780.70
|
-21.93%
|
|
1,425.00
|
1,462.50
|
+2.63%
|
$1,052.63
|
5.26%
|
1,425.00
|
1,100.00
|
-22.81%
|
$771.93
|
-22.81%
|
|
1,425.00
|
1,450.00
|
+1.75%
|
$1,035.09
|
3.51%
|
1,425.00
|
1,087.50
|
-23.68%
|
$763.16
|
-23.68%
|
|
1,425.00
|
1,437.50
|
+0.88%
|
$1,017.54
|
1.75%
|
1,425.00
|
1,075.00
|
-24.56%
|
$754.39
|
-24.56%
|
|
1,425.00
|
1,425.00
|
0.00%
|
$1,000.00
|
0.00%
|
1,425.00
|
1,062.50
|
-25.44%
|
$745.61
|
-25.44%
|
·
|
the
issuance of stock dividends,
|
·
|
the
granting to shareholders of rights to purchase additional shares
of
stock,
|
·
|
the
purchase of shares by employees pursuant to employee benefit
plans,
|
·
|
consolidations
and acquisitions,
|
·
|
the
granting to shareholders of rights to purchase other securities of
the
company,
|
·
|
the
substitution by S&P of particular component stocks in the Index,
and
|
·
|
other
reasons.
|
1998
|
1999
|
2000
|
2001
|
2002
|
2003
|
2004
|
2005
|
2006
|
||||||||||
January
|
980.28
|
1,279.64
|
1,394.46
|
1,366.01
|
1,130.20
|
855.7
|
1,131.13
|
1,181.27
|
1,280.08
|
|||||||||
February
|
1,049.34
|
1,238.33
|
1,366.42
|
1,239.94
|
1,106.73
|
841.15
|
1,144.94
|
1,203.60
|
1,280.66
|
|||||||||
March
|
1,101.75
|
1,286.37
|
1,498.58
|
1,160.33
|
1,147.39
|
848.18
|
1,126.21
|
1,180.59
|
1,294.83
|
|||||||||
April
|
1,111.75
|
1,335.18
|
1,452.43
|
1,249.46
|
1,076.92
|
916.92
|
1,107.30
|
1,156.85
|
1,310.61
|
|||||||||
May
|
1,090.82
|
1,301.84
|
1,420.60
|
1,255.82
|
1,067.14
|
963.59
|
1,120.68
|
1,191.50
|
1,270.09
|
|||||||||
June
|
1,133.84
|
1,372.71
|
1,454.60
|
1,224.38
|
989.82
|
974.50
|
1,140.84
|
1,191.33
|
1,270.20
|
|||||||||
July
|
1,120.67
|
1,328.72
|
1,430.83
|
1,211.23
|
911.62
|
990.31
|
1,101.72
|
1,234.18
|
1,276.66
|
|||||||||
August
|
957.28
|
1,320.41
|
1,517.68
|
1,133.58
|
916.07
|
1,008.01
|
1,104.24
|
1,220.33
|
1,303.82
|
|||||||||
September
|
1,017.01
|
1,282.71
|
1,436.51
|
1,040.94
|
815.29
|
995.97
|
1,114.58
|
1,228.81
|
1,335.85
|
|||||||||
October
|
1,098.67
|
1,362.93
|
1,429.40
|
1,059.78
|
885.76
|
1,050.71
|
1,130.20
|
1,207.01
|
1,377.94
|
|||||||||
November
|
1,163.63
|
1,388.91
|
1,314.95
|
1,139.45
|
936.31
|
1,058.20
|
1,173.82
|
1,249.48
|
1,400.63
|
|||||||||
December
|
1,229.23
|
1,469.25
|
1,320.28
|
1,148.04
|
879.82
|
1,111.92
|
1,211.92
|
1,248.29
|
1,418.30
|
·
|
a
citizen or resident of the United
States,
|
·
|
a
corporation (or other entity that is treated as a corporation for
U.S.
federal tax purposes) created or organized in or under the laws of
the
United States or any State thereof (including the District of
Columbia),
|
·
|
an
estate, the income of which is subject to U.S. federal income taxation
regardless of its source, or
|
·
|
a
trust, if a court within the United States is able to exercise primary
supervision over its administration, and one or more United States
persons
have the authority to control all of its substantial decisions (each,
a
“U.S. Holder”).
|
·
|
a
nonresident alien individual,
|
·
|
a
foreign corporation,
|
·
|
an
estate whose income is not subject to U.S. federal income tax on
a net
income basis, or
|
·
|
a
trust if no court within the United States is able to exercise primary
jurisdiction over its administration or if no United States persons
have
the authority to control all of its substantial
decisions.
|
·
|
the
Non-U.S. Holder does not actually or constructively own 10% or more
of the
total combined voting power of all classes of our stock entitled
to
vote,
|
·
|
the
Non-U.S. Holder is not a controlled foreign corporation for U.S.
federal
income tax purposes that is related to us through actual or constructive
ownership,
|
·
|
the
Non-U.S. Holder is not a bank receiving interest on a loan made in
the
ordinary course of its trade or
business,
|
·
|
the
Index is actively traded within the meaning of section 871(h)(4)(C)(v)
of
the Code, and
|
·
|
the
payments are not effectively connected with a trade or business conducted
by the Non-U.S. Holder in the United States and either (a) the Non-U.S.
Holder provides a correct, complete and executed IRS Form W-8BEN,
Form
W-8EXP or Form W-8IMY (or successor form) with all of the attachments
required by the IRS, or (b) the Non-U.S. Holder holds its Note through
a
qualified intermediary (generally a foreign financial institution
or
clearing organization or a non-U.S. branch or office of a U.S. financial
institution or clearing organization that is a party to a withholding
agreement with the IRS) which has provided to us an IRS Form W-8IMY
stating that it is a qualified intermediary and has received documentation
upon which it can rely to treat the payment as made to a foreign
person.
|
·
|
the
gain with respect to the Notes is effectively connected with a trade
or
business conducted by the Non-U.S. Holder in the United States,
or
|
·
|
the
Non-U.S. Holder is a nonresident alien individual who holds the Notes
as a
capital asset and is present in the United States for more than 182
days
in the taxable year of the sale and certain other conditions are
satisfied.
|
Agent
|
Principal
Amount of Notes
|
Bear,
Stearns & Co. Inc.
|
$3,199,000
|
Total
|
$3,199,000
|
You
should only rely on the information contained in this pricing supplement,
the accompanying prospectus supplement and prospectus. We have not
authorized anyone to provide you with information or to make any
representation to you that is not contained in this pricing supplement,
the accompanying prospectus supplement and prospectus. If anyone
provides
you with different or inconsistent information, you should not rely
on it.
This pricing supplement, the accompanying prospectus supplement and
prospectus are not an offer to sell these Notes, and these documents
are
not soliciting an offer to buy these Notes, in any jurisdiction where
the
offer or sale is not permitted. You should not under any circumstances
assume that the information in this pricing supplement, the accompanying
prospectus supplement and prospectus is correct on any date after
their
respective dates.
|
The
Bear Stearns
Companies
Inc.
$3,199,000
Medium-Term
Notes, Series B
Accelerated
Market
Participation
Securities
Linked
to the S&P 500®
Due
February 21, 2008
PRICING
SUPPLEMENT
Bear,
Stearns & Co. Inc.
January
18, 2007
|
||
|
|||
TABLE
OF CONTENTS
|
|||
Pricing
Supplement
|
|||
Page
|
|||
Summary
|
PS-2
|
||
Key
Terms
|
PS-4
|
||
Questions
and Answers
|
PS-5
|
||
Risk
Factors
|
PS-9
|
||
Description
of the Notes
|
PS-16
|
||
Description
of the Index
|
PS-24
|
||
Certain
U.S. Federal Income Tax Considerations
|
PS-28
|
||
Certain
ERISA Considerations
|
PS-32
|
||
Use
of Proceeds and Hedging
|
PS-33
|
||
Supplemental
Plan of Distribution
|
PS-33
|
||
Legal
Matters
|
PS-34
|
||
Prospectus
Supplement
|
|||
Risk
Factors
|
S-3
|
||
Pricing
Supplement
|
S-8
|
||
Description
of Notes
|
S-8
|
||
Certain
US Federal Income Tax Considerations
|
S-32
|
||
Supplemental
Plan of Distribution
|
S-46
|
||
Listing
|
S-47
|
||
Validity
of the Notes
|
S-47
|
||
Glossary
|
S-47
|
||
Prospectus
|
|||
Where
You Can Find More Information
|
1
|
||
The
Bear Stearns Companies Inc.
|
2
|
||
Use
of Proceeds
|
4
|
||
Description
of Debt Securities
|
4
|
||
Description
of Warrants
|
16
|
||
Description
of Preferred Stock
|
21
|
||
Description
of Depositary Shares
|
25
|
||
Description
of Depository Contracts
|
28
|
||
Description
of Units
|
31
|
||
Book-Entry
Procedures and Settlement
|
33
|
||
Limitations
on Issuance of Bearer Debt Securities and Bearer Warrants
|
43
|
||
Plan
of Distribution
|
44
|
||
ERISA
Considerations
|
48
|
||
Legal
Matters
|
49
|
||
Experts
|
49
|