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Forum Report: Inviting Suggestions of Expertise Needed to Consider Shareholder Alternatives

(May 1, 2008)



Sent: Thursday, May 01, 2008 10:26 AM
Subject: Inviting suggestions of expertise needed to consider Bear Stearns shareholder alternatives

Please note that yesterday's announcement of plans for a May 14 open meeting of the Bear Stearns Forum, copied again below, indicated that the "Invited Experts" are to be determined in response to Forum participant suggestions of what they consider relevant.  Your advice of questions or issues that you'd like to address at the meeting will be appreciated now, so that we have time to find someone who can provide authoritative expertise.
On the subject of legal challenges, for example, we've anticipated the need for Bear Stearns shareholders to understand what's happening with the shareholder lawsuits that had been initiated to challenge the proposed JPMorgan acquisition, now consolidated in the New York State Supreme Court of New York County as In Re Bear Stearns Litigation, Index No. 600780/08.*  The senior partner of a court-designated "liaison" firm for the attorneys representing plaintiffs has accepted our invitation to report on the status of the case and respond to questions.  (See Part II of the Agenda, below.)
I will appreciate your suggestions to guide the Forum's efforts to serve your information requirements.
             - GL
Gary Lutin
Lutin & Company
575 Madison Avenue, 10th Floor
New York, New York 10022
Tel: 212/605-0335
* For the claims and demands of In Re Bear Stearns Litigation, see the March 27, 2008, Consolidated Amended Class Action Complaint (28 pages, 1,113 KB, in PDF format).


Open Meeting

of the

Shareholder Forum for Bear Stearns



Wednesday, May 14, 2008


3:00pm to 5:00pm


New York Society of Security Analysts (“NYSSA”)

1177 Avenue of the Americas, 2nd Floor

(between 45th and 46th Streets)

New York, New York 10022

Photo identification will be required for access to the building


Registration required,* without charge, for up to 30 NYSSA members and participants in the Bear Stearns Forum

Review of Practical Shareholder Alternatives

            In a post-panic re-examination of legal issues and transaction alternatives, the purpose of this meeting is to define practical means by which the necessary transfer of Bear Stearns control might be concluded on terms that are fair to all parties, and that do not set a precedent for allowing crisis-generated suspensions of marketplace rules. 

            Reports of Forum workshops and invited experts will provide a foundation for open discussion, in which all meeting participants may offer views to guide the development of practical alternatives that shareholders might consider – and that a court as well as JPMorgan Chase might find reasonable – before a scheduled May 29 vote on the currently proposed transaction.


Part I: Legal challenges

§    Report of Forum workshop on issues and strategies

§    Report of court-appointed liaison counsel on shareholder class action

§    Participant questions and views

Part II: Alternative transaction terms

§    Report of Forum workshop on potential substitute structures

§    Participant questions and views

Part III: Definition of proposed alternatives

§    Participant views of identified alternatives

§    Participant suggestions of additional alternatives

Invited Experts

[To be determined, in response to Forum participant suggestions of relevant expertise]


Note: As stated in the Forum’s Conditions of Participation, all meeting participants are expected to make independent use of information obtained through the Forum and must respect the Forum privacy rule that participants will not be identified or quoted without their explicit permission.  Additional information is available on the Forum web site.

April 30, 2008


* Address registration requests to:





This Forum program is open, free of charge, to all shareholders of The Bear Stearns Companies, Inc. ("BSC") and to any fiduciaries or professionals concerned with their investment decisions.  Its purpose is to provide shareholders with access to information and a free exchange of views on issues relating to their evaluations of alternatives, addressing issues described in the Forum Summary.

As stated in the posted Conditions of Participation, all Forum participants are expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

Inquiries and requests to be included in the Forum's distribution list may be addressed to

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.