PRICING SUPPLEMENT NO. 28 Rule 424(b)(3)
DATED: July 10, 2006 File No. 333-121744
(To Prospectus dated February 2, 2005,
and Prospectus Supplement dated February 2, 2005)
$12,410,781,162
THE BEAR STEARNS COMPANIES INC.
Medium-Term Notes, Series B
Principal Amount: $300,000,000 Floating Rate Notes [x] Book Entry Notes [x]
Original Issue Date: 07/14/2006 Fixed Rate Notes [ ] Certificated Notes [ ]
Maturity Date: 07/14/2008 CUSIP#: 073928Q89
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: 5.38% Interest Payment Period: Quarterly
Index Maturity: N/A
Spread (plus or minus): +0.13%
* Commencing October 14, 2006 and on the 14th of each January, April, July and
October thereafter, up to and including the maturity date.
The distribution of Notes will conform to the requirements set forth in Rule
2720 of the NASD Conduct Rules.