PRICING SUPPLEMENT NO. 5 Rule 424(b)(3)
DATED: January 31, 2002 File No. 333-76894
(To Prospectus dated January 25, 2002,
and Prospectus Supplement dated January 25, 2002)
$10,006,693,162
THE BEAR STEARNS COMPANIES INC.
MEDIUM-TERM NOTES, SERIES B
Principal Amount: $50,000,000 Floating Rate Notes [x] Book Entry Notes [x]
Original Issue Date: 2/4/2002 Fixed Rate Notes [ ] Certificated Notes [ ]
Maturity Date: 2/4/2004 CUSIP#: 073928WK5
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:
Interest Payment Dates:
Applicable Only to Floating Rate Notes:
---------------------------------------
Interest Rate Basis: Maximum Interest Rate: N/A
[ ] Commercial Paper Rate Minimum Interest Rate: N/A
[ ] Federal Funds Effective Rate
[x] Federal Funds Open Rate Interest Reset Date(s): Daily
[ ] Treasury Rate Interest Reset Period: Daily
[ ] LIBOR Reuters Interest Payment Date(s): *
[ ] LIBOR Telerate
[ ] Prime Rate
[ ] CMT Rate
Initial Interest Rate: 2.2425% Interest Payment Period: Quarterly
Index Maturity: N/A
Spread (plus or minus): + 0.43%
* On the 4th of each May, August, November and February, including the
maturity date.
The distribution of Notes will conform to the requirements set forth in Rule
2720 of the NASD Conduct Rules.