Title of Each Class of Securities Offered
 
Maximum Aggregate Offering Price
 
Amount of Registration Fee(1)
Medium-Term Notes, Series B
 
$50,000,000
 
$5,350
______________
(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended. The filing fee of $5,350 is being paid in connection with the registration of these Medium-Term Notes, Series B.
 
 
 
 
 
PRICING SUPPLEMENT NO. 3
Rule 424(b)(5)
DATED: October 4, 2006
File No. 333-136666
(To Prospectus dated August 16, 2006,
and Prospectus Supplement dated August 16, 2006)
 
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: 10/10/2006
Fixed Rate Notes [  ]
Certificated Notes [  ]
Maturity Date: 10/10/2008
CUSIP#: 073928R70
  
Option to Extend Maturity:
No      [x]
Yes     [  ]  Final Maturity Date:
 

 
 
Redeemable On
 
Redemption
   Price(s)   
Optional
Repayment
   Date(s)   
Optional
Repayment
   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: On the same business day as each Interest Reset Date
[  ] LIBOR Reuters
Interest Payment Date(s): *
[  ] LIBOR Telerate
  
[  ] Prime Rate
  
[  ] CMT Rate
  
Initial Interest Rate: 5.36%
Interest Payment Period: Quarterly
Index Maturity: N/A
  
Spread (plus or minus): +0.11%
  
 
* Commencing January 10, 2007 and on the 10th of each July, October, January and April 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.