UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 10, 2007
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THE BEAR STEARNS COMPANIES INC.
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(Exact name of registrant as specified in its charter)
DELAWARE File No. 1-8989 13-3286161
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
383 Madison Avenue, New York, New York 10179
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (212) 272-2000
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Not Applicable
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
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(d) On January 10, 2007, the Board of Directors (the "Board") of The Bear
Stearns Companies Inc. (the "Company") elected Michael Goldstein to the Board as
an independent director. Mr. Goldstein will serve on the Audit Committee of the
Company's Board. Mr. Goldstein is the retired Chairman and Chief Executive
Officer of Toys "R" Us, Inc.
Mr. Goldstein's compensation for his service as a director will be
consistent with that of the Company's other non-employee directors, as described
in the Company's definitive proxy statement, filed with the Securities and
Exchange Commission on March 10, 2006, under the caption "Compensation of
Directors."
There are no arrangements or understandings between Mr. Goldstein and any
other persons pursuant to which Mr. Goldstein was selected as a director.
Neither Mr. Goldstein nor any member of his immediate family is a party,
directly or indirectly, to any transaction required to be reported pursuant to
Item 404(a) of Regulation S-K.
A copy of the Company's press release announcing Mr. Goldstein's election
is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release, dated January 10, 2007.
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 hereunto duly authorized.
THE BEAR STEARNS COMPANIES INC.
Date: January 16, 2007
/s/ Kenneth L. Edlow
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Name: Kenneth L. Edlow
Title: Secretary
EXHIBIT INDEX
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Paper (P) or
Exhibit No. Description Electronic (E)
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99.1 Press Release, dated January 10, 2007. E