PRICING SUPPLEMENT NO. 68A Rule 424(b)(3) DATED: August 13, 2001 File No. 333-52902 (To Prospectus dated January 11, 2001, and Prospectus Supplement dated January 11, 2001) $9,015,893,162 THE BEAR STEARNS COMPANIES INC. MEDIUM-TERM NOTES, SERIES B Principal Amount: $75,000,000 Floating Rate Notes [ ] Book Entry Notes [x] Original Issue Date: 8/27/2001 Fixed Rate Notes [x] Certificated Notes [ ] Maturity Date: 8/27/2021 CUSIP#: 073928VB6 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 Applicable Only to Fixed Rate Notes: ----------------------------------- Interest Rate: 7.00% Interest Payment Dates: ** Applicable Only to Floating Rate Notes: -------------------------------------- Interest Rate Basis: Maximum Interest Rate: [ ] Commercial Paper Rate Minimum Interest Rate: [ ] Federal Funds Effective Rate [ ] Federal Funds Open Rate Interest Reset Date(s): [ ] Treasury Rate Interest Reset Period: [ ] LIBOR Reuters Interest Payment Date(s): [ ] LIBOR Telerate [ ] Prime Rate [ ] CMT Rate Initial Interest Rate: Interest Payment Period: Index Maturity: Spread (plus or minus): * Commencing August 27, 2006 and on the interest payment dates thereafter until Maturity, the Notes may be called in whole at par at the option of the Company on ten calendar days notice. ** Commencing February 27, 2002 and on the 27th of each August and February thereafter until Maturity or until the Notes are called. The distribution of Notes will conform to the requirements set forth in Rule 2720 of the NASD Conduct Rules.