JOINDER AGREEMENT

                                                                    EXHIBIT 1(j)

                                     FORM OF

                                JOINDER AGREEMENT

                                -----------------

     This Joinder Agreement dated as of February 2, 2005 (this "Joinder

Agreement"), by and among The Bear Stearns Companies Inc., a Delaware

corporation (the "Company"), Bear, Stearns & Co. Inc. ("Bear Stearns") and Banc

of America Securities LLC, Charles Schwab & Company, Incorporated and WM

Financial Services, Inc. (collectively, the "Joining Parties") amends The Bear

Stearns Companies Inc. $2,000,000,000 IncomeNotesSM Distribution Agreement,

dated as of June 19, 2003, as heretofore amended by the Joinder Agreement, dated

as of November 17, 2003 among the Company, Bear Stearns, the Agents listed on

Schedule A thereto and Morgan Stanley & Co. Incorporated (the "Distribution

Agreement").

     The Joining Parties, the Company and Bear Stearns, hereby acknowledge,

agree and confirm that, by their execution of this Joinder Agreement, each of

the Joining Parties shall be deemed to be a party to the Distribution Agreement

as of the date hereof and shall have all of the rights and obligations of an

"Agent"