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                                                                 Exhibit 4(b)(6)


                               Form of Global Note

UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED
FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO
THE NOMINEE OF THE DEPOSITARY, TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE
DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR
A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER,
EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF
CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE
OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER
USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS
THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

REGISTERED                                          $

No. FXR-                                            CUSIP #

                         THE BEAR STEARNS COMPANIES INC.

                           _____% GLOBAL NOTE DUE ____

         THE BEAR STEARNS COMPANIES INC., a Delaware corporation (the
"Company"), for value received, hereby promises to pay to CEDE & CO., or
registered assigns, the principal amount stated above on __________ (the
"Maturity Date") and to pay interest thereon at the rate per annum equal to
_____% (the "Interest Rate") until the principal hereof is fully paid or duly
made available for payment. The Company will pay interest (computed on the basis
of a 360-day year of twelve 30-day months) _________ in arrears on ________ and
_________ of each year (each an "Interest Payment Date") commencing with the
Interest Payment Date next following the date hereof (the "Original Issue Date")
provided that, if the Original Issue Date is later than the Regular Record Date
and prior to the next succeeding Interest Payment Date, interest shall be so
payable commencing with the second Interest Payment Date following the Original
Issue Date, and on the Maturity Date on said principal amount at the Interest
Rate per annum specified above. Interest on this Note will accrue from the most
recent Interest Payment Date to which interest has been paid or duly provided
for or, if no interest has been paid, from __________ until the principal hereof
has been paid or made available for payment. The interest so payable, and
punctually paid or duly provided for, on the Interest Payment Dates, will, as
provided in the Indenture referred to below, be paid to the Person in whose name
this Note (or one or more Predecessor Securities) is registered at the close of
business on the Regular Record Date for such interest, which shall be _________,
whether or not a Business Day, as the case may be, next preceding such Interest
Payment Date; provided, however, that interest payable on the Maturity Date or,
if applicable, the date of optional redemption (the "Redemption Date") will be
payable to the Person to whom the principal hereof shall be payable; and
provided, further, however, that if such Interest Payment Date would fall on a
day that is not a Business Day, such Interest Payment Date shall be the
following day that is a Business Day and no additional interest shall be payable
for the delay. Any such interest which is payable, but is not punctually paid or
duly provided for, on any Interest Payment Date shall forthwith cease to be
payable to the Holder on such Regular Record Date, and may be paid to the Person
in whose name this Note (or one or more Predecessor Securities) is registered at
the close of business on a Special Record Date for the payment of such Defaulted
Interest to be fixed by the Trustee, notice whereof shall be given to the Holder
of this Note not less than ten days prior to such Special Record Date, or may be
paid at any time in any


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other lawful manner not inconsistent with the requirements of any securities
exchange on which the Notes may be listed and upon such notice as may be
required by such exchange, all as more fully provided in the Indenture.

         Payment of the principal of and interest on this Note shall be made at
the office or agency of the Trustee maintained for that purpose in the Borough
of Manhattan, The City of New York, in such coin or currency of the United
States of America as at the time of payment is legal tender for the payment of
public and private debt; provided, however, that payment of interest on any
Interest Payment Date (other than the Maturity Date or Redemption Date, if any)
may be made at the option of the Company by check mailed to the address of the
Person entitled thereto as such address shall appear in the Security Register,
or by wire transfer of immediately available funds, if the registered holder of
at least $10,000,000 in principal amount of Notes entitled to such interest has
so requested by a notice in writing delivered to the Trustee not less than 16
days prior to the Interest Payment Date on which such payment is due, which
notice shall provide appropriate instructions for such transfer; and provided,
further, however, that if Notes are issued in certificated form upon Morgan
Guaranty Trust Company of New York, Brussels office, as operator of the
Euroclear system ("Euroclear") or Cedelbank being closed for a continuous period
of 14 days and/or as provided in the Indenture, payments of principal and
interest shall be made to the registered holder thereof against presentation and
surrender by such holder of its Note at the specified office of any Paying
Agent, by check drawn on a bank in New York City mailed on the Business Day
immediately preceding the due date therefor.

         The principal hereof and interest due at maturity will be paid upon
maturity in immediately available funds against presentation of this Note at the
office or agency of the Trustee maintained for that purpose in the Borough of
Manhattan, The City of New York.

         REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS NOTE SET
FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES
HAVE THE SAME EFFECT AS IF SET FORTH ON THE FACE HEREOF.

         This Note shall be governed by and construed in accordance with the
laws of the State of New York.

         Unless the certificate of authentication hereon has been executed by
The Chase Manhattan Bank, the Trustee under the Indenture, or its successor
thereunder by the manual signature of one of its authorized signatories, this
Note shall not be entitled to any benefit under the Indenture or be valid or
obligatory for any purpose.

         IN WITNESS WHEREOF, the Company has caused this instrument to be duly
executed under its corporate seal.

DATE:

                                             THE BEAR STEARNS COMPANIES INC.


                                             By:_______________________________


ATTEST:


_______________________________
           Secretary


[CORPORATE SEAL]


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                          CERTIFICATE OF AUTHENTICATION

         This is one of the Securities of the series designated therein referred
to in the within-mentioned Indenture.

                                     THE CHASE MANHATTAN BANK, as Trustee

                                     By:_______________________________________
                                        Authorized Signature


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                                [REVERSE OF NOTE]

                         THE BEAR STEARNS COMPANIES INC.

                          ______% GLOBAL NOTE DUE _____

         This Note is one of a duly authorized issue of debentures, notes or
other evidences of indebtedness (hereinafter called the "Securities") of the
Company of the series hereinafter specified, all such Securities issued and to
be issued under the Indenture, dated as of May 31, 1991, as supplemented by the
First Supplemental Indenture, dated as of January 29, 1998 (as supplemented,
herein called the "Indenture") between the Company and The Chase Manhattan Bank
(formerly known as Chemical Bank and successor by merger to Manufacturers
Hanover Trust Company), as Trustee (herein called the "Trustee," which term
includes any successor trustee under the Indenture), to which Indenture and all
indentures supplemental thereto reference is hereby made for a statement of the
respective rights and limitations of rights thereunder of the Company, the
Trustee and the Holders of the Securities, and the terms upon which the
Securities are, and are to be, authenticated and delivered. As provided in the
Indenture, Securities may be issued in one or more series, which different
series may be issued in various aggregate principal amounts, may mature at
different times, may bear interest, if any, at different rates, may be subject
to different redemption provisions, if any, may be subject to different
repayment provisions, if any, may be subject to different sinking, purchase or
analogous funds, if any, may be subject to different covenants and Events of
Default and may otherwise vary as in the Indenture provided or permitted. This
Note is one of a series of the Securities designated as _____% Global Notes due
_____ (the "Notes"). The Notes are unsecured and rank pari passu with all other
unsecured and unsubordinated indebtedness of the Company. The Notes are not
subject to a sinking fund, are not redeemable prior to maturity except in
certain limited circumstances at the option of the Company (described below),
and are not subject to repayment at the option of the Holder.

         If (a) as a result of any change in, or amendment to, the laws (or any
regulations or rulings promulgated thereunder) of the United States (or any
political subdivision or taxing authority thereof or therein), or any change in,
or amendments to, the official position regarding the application or
interpretation of such laws, regulations or rulings, which is announced or
becomes effective on or after _________, the Company determines it will be or
will become obligated to pay Additional Amounts as described below, or (b) any
act is taken by a taxing authority of the United States on or after __________,
whether such act is taken with respect to the Company or any affiliate, that
results in a substantial probability that the Company will or may be required to
pay such Additional Amounts, then the Company may, at its option, redeem, as a
whole, but not in part, the Notes on any Interest Payment Date on not less than
30 nor more than 60 days' prior notice at a redemption price equal to 100% of
the principal amount to be redeemed, together with interest accrued thereon to
the Redemption Date; provided that the Company determines, in its business
judgment, that the obligation to pay such Additional Amounts cannot be avoided
by the use of reasonable measures available to it, not including substitution of
the obligor under the Notes. No redemption pursuant to clause (b) above may be
made unless the Company has delivered to the Trustee a written opinion of
independent legal counsel of recognized legal standing to the effect that an act
taken by a taxing authority of the United States has resulted or will result in
a substantial probability that it will or may be required to pay the Additional
Amounts as described below and that the Company is therefore entitled to redeem
the Notes pursuant to their terms.

         Subject to the exceptions and limitations set forth below, the Company
will pay as additional interest or principal, as the case may be, on the Notes,
all such Additional Amounts that are necessary in order that the net payment by
the Company or a Paying Agent of the principal of and interest on the Notes to a
person that is not a U.S. Holder, after deduction for any present or future tax,
assessment or governmental charge of the United States or a political
subdivision or taxing authority thereof or therein, imposed by withholding with
respect to the payment, will not be less than the amount provided in the Notes
to be then due and payable; provided, however, that the foregoing obligation to
pay Additional Amounts shall not apply:

         (1)______to a tax, assessment or governmental charge that is imposed or
withheld solely by reason of the holder, or a fiduciary, settlor, beneficiary,
member or shareholder of the holder, if the holder is an


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estate, trust, partnership or corporation for federal income tax purposes, or a
person holding a power over such an estate trust, partnership or corporation, or
a person holding a power over such an estate or trust administered by a
fiduciary holder, being considered as:

                  (a) being or having been present or engaged in a trade or
         business in the United States or having or having had a permanent
         establishment in the United States;

                  (b) having a current or former connection with the United
         States, including a connection as a citizen or resident thereof;

                  (c) being or having been a foreign or domestic personal
         holding company, a passive foreign investment company or a controlled
         foreign corporation with respect to the United States or a corporation
         that has accumulated earnings to avoid United States federal income
         tax;

                  (d) being or having been a private foundation or other
         tax-exempt organization; (e) being or having been a "10-percent
         shareholder" of the Company as defined in Section 871(h)(3)of the
         United States Internal Revenue Code or any successor provision; or

                  (f) being a bank receiving payments on an extension of credit
         made pursuant to a loan agreement entered into in the ordinary course
         of its trade or business;

         (2)      to any holder that is not the sole beneficial owner of the
Notes, or a portion thereof, or that is a fiduciary or partnership, but only to
the extent that a beneficiary or settlor with respect to the fiduciary, a
beneficial owner or member of the partnership would not have been entitled to
the payment of an Additional Amount had the beneficiary, settlor, beneficial
owner or member received directly its beneficial or distributive share of the
payment;

         (3)      to a tax, assessment or governmental charge that is imposed or
withheld solely by reason of the failure of the holder or any other person to
comply with certification, identification or information reporting requirements
concerning the nationality, residence, identity or connection with the United
States of the holder or beneficial owner of such Note, if compliance is required
by statute or regulation of the United States or of any political subdivision or
taxing authority thereof or therein, or by an applicable income tax treaty to
which the United States is a party as a precondition to exemption from such tax,
assessment or other governmental charge;

         (4)      to a tax, assessment or governmental charge that is imposed
otherwise than by withholding by the Company or a Paying Agent from the payments
on or in respect of a Note;

         (5)      to a tax, assessment or governmental charge that is imposed or
withheld by reason of the presentation by or on behalf of the beneficial owner
of any Note for payment on a date more than 15 days after the payment becomes
due or is duly provided for, whichever occurs later;

         (6)      to an estate, inheritance, gift, sales, excise, transfer,
wealth or personal property tax or a similar tax, assessment or governmental
charge;

         (7)      to any tax, assessment or other governmental charge required
to be withheld by any Paying Agent from any payment of principal of or interest
on any Note, if such payment can be made without such withholding by any other
Paying Agent; or

         (8)      in the case of any combination of items (1), (2), (3), (4),
(5), (6) and (7);

nor shall Additional Amounts be paid with respect to any payment on a Note to a
holder who is a fiduciary or partnership or other than the sole beneficial owner
of such payment to the extent such payment would be required by the laws of the
United States (or any political subdivision thereof) to be included in the
income, for tax purposes, of a beneficiary or settlor with respect to such
fiduciary or a member of such partnership or a beneficial owner who would not
have been entitled to the Additional Amounts had such beneficiary, settlor,
member or beneficial owner held its interest in the Note directly. For purposes
hereof, a "U.S. Holder" means a Holder that is (i) a citizen or resident of the
United States;


<PAGE>

(ii) a corporation, partnership or other business entity created or organized in
or under the laws of the United States or any State or political subdivision
thereof (including the District of Columbia); (iii) an estate the income of
which is subject to U.S. federal income taxation regardless of its source; or
(iv) a trust with respect to which a court within the United States is able to
exercise primary supervision over its administration, and one or more United
States persons have the authority to control all of its substantial decisions.

         This Note is a registered global note which has been deposited with a
custodian for, or on behalf of, DTC and registered in the name of Cede & Co.,
DTC's nominee. Beneficial interests in this Note may be held through either DTC
(in the United States) or Cedelbank or Euroclear outside the United States.

         If any Event of Default (as defined in the Indenture) with respect to
the Notes shall occur and be continuing, the Trustee or the Holders of not less
than 25% in principal amount of the Outstanding Notes may declare the principal
of all the Notes due and payable in the manner and with the effect provided in
the Indenture.

         The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Securities of each series to be
affected under the Indenture at any time by the Company and the Trustee with the
consent of the Holders of 66-2/3% in aggregate principal amount of the
Securities at the time Outstanding of each series affected thereby. The
Indenture also contains provisions permitting the Holders of specified
percentages in aggregate principal amount of the Securities of each series at
the time Outstanding, on behalf of the Holders of all Securities of each series,
to waive compliance by the Company with certain provisions of the Indenture and
certain past defaults under the Indenture and their consequences. Any such
consent or waiver by the Holder of this Note shall be conclusive and binding
upon such Holder and upon future Holders of this Note and of any Note issued
upon the registration of transfer hereof or in exchange herefor or in lieu
hereof whether or not notation of such consent or waiver is made upon this Note.

         Holders of Securities may not enforce their rights pursuant to the
Indenture or the Securities except as provided in the Indenture. No reference
herein to the Indenture and no provision of this Note or the Indenture shall
alter or impair the obligation of the Company, which is absolute and
unconditional, to pay the principal of and interest on this Note at the time,
place, and rate, and in the coin or currency, herein prescribed.

         As provided in the Indenture and subject to certain limitations therein
set forth, the transfer of this Note may be registered on the Security Register
of the Company, upon surrender of this Note for registration of transfer at the
office or agency of the Company in the Borough of Manhattan, The City of New
York, duly endorsed by, or accompanied by a written instrument of transfer in
form satisfactory to the Company, and this Note duly executed by, the Holder
hereof or by his attorney duly authorized in writing and thereupon one or more
new Notes, of authorized denominations and for the same aggregate principal
amount, will be issued to the designated transferee or transferees.

         The Notes are issuable only in registered form without coupons in
denominations of $1,000 and integral multiples thereof. As provided in the
Indenture and subject to certain limitations therein set forth, this Note is
exchangeable for a like aggregate principal amount of Notes of different
authorized denominations as requested by the Holder surrendering the same.

         No service charge will be made for any such registration of transfer or
exchange, but the Company may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.

         Prior to the due presentment of this Note for registration of transfer,
the Company, the Trustee and any agent of the Company or the Trustee may treat
the Person in whose name this Note is registered as the owner hereof for all
purposes, whether or not this Note be overdue, and none of the Company, the
Trustee or any such agent shall be affected by notice of the contrary.

         All notices regarding the Notes shall be published (i) in a leading
English language daily newspaper of general circulation in London and (ii) in a
leading English language daily newspaper of


<PAGE>

general circulation in New York. It is expected that such publication will be
made in (i) the FINANCIAL TIMES or another daily newspaper in London approved by
the Trustee or, if this is not possible, in one other English language daily
newspaper approved by the Trustee with general circulation in Europe and (ii)
THE WALL STREET JOURNAL (Eastern Edition) in New York. Any such notice will be
deemed to have been given on the date of the first publication in all the
relevant newspapers.

         Until such time as any definitive Notes are issued, so long as the
Notes are held in its or their entirety on behalf of Euroclear and/or Cedelbank
and DTC, publication in such newspapers may be replaced with the delivery of the
relevant notice to Euroclear and/or Cedelbank and DTC for communication by them
to the holders of the Notes. Any such notice shall be deemed to have been given
to the holders of the Notes on the seventh day after the day on which the said
notice was given to Euroclear and/or Cedelbank or DTC.

         All capitalized terms used in this Note and not otherwise defined
herein shall have the meanings assigned to them in the Indenture.


<PAGE>

                                  ABBREVIATIONS

         The following abbreviations, when used in the inscription on the face
of this instrument, shall be construed as though they were written out in full
according to applicable laws or regulations:

TEN COM--                  as tenants in common

TEN ENT--                  as tenants by the entireties

JT TEN--                   as joint tenants with right of survivorship and not
                           as tenants in common

UNIF GIFT MIN ACT--        ___________________    Custodian ____________________
                                  (Cust)                          (Minor)

                                        Under Uniform Gifts to Minors Act

                           _____________________________________________________
                                                   (State)

Additional abbreviations may also be used though not in the above list.


<PAGE>

                                   ASSIGNMENT

         FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and
transfer(s) unto

                           ---------------------------
                        (PLEASE INSERT SOCIAL SECURITY OR
                      OTHER IDENTIFYING NUMBER OF ASSIGNEE)


--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF
ASSIGNEE)

the within Note and all rights thereunder, hereby irrevocably constituting and
appointing

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Attorney to transfer said Notes on the books of the Company, with full power of
substitution in the premises.


DATE:_______________________________



                                            ____________________________________


____________________________________
(Signature Guarantee)