SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-C

                REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
                          INTERDEALER QUOTATION SYSTEM
                 FILED PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                             Bull & Bear Group, Inc.
         ------------------------------------------------------------
                (Exact name of issuer as specified in charter)

                11 Hanover Square, New York, New York  10005-3452
       -----------------------------------------------------------------
                   (Address of principal executive offices)

Issuer's telephone number, including area code (212) 785-0900
                                                 ------------------
                  I.  CHANGE IN NUMBER OF SHARES OUTSTANDING

Indicate any change (increase or decrease) of five percent or more in the number
of shares outstanding:

1.       Title of security Class A Common Stock, $.01 par value
                            ------------------------------------------
2.       Number of shares outstanding before the change  1,509,152
                                                          -------------
3.       Number of shares outstanding after the change   1,321,017
                                                         --------------
4.       Effective date of change  November 6, 1995
                                    -----------------------------------
5.       Method of change:

                  Stock option recission and subsequent re-exercise.

         Give brief description of transaction:

                  Exercises  of options to  purchase  280,000  shares of Class A
                  Common  Stock  were  voided and shares  issued  therefor  were
                  cancelled.  Options  to  purchase  241,020  shares  of Class A
                  Common Stock were  exercised.  Consideration  for the exercise
                  price was 149,155  shares of  previously  owned Class A Common
                  Stock.  The result of the foregoing  transactions  is that the
                  total  number of shares  of Class A Common  Stock  outstanding
                  decreased by 188,135 shares.






                          II. CHANGE IN NAME OF ISSUER

1.       Name prior to change N/A
                               ---------------------------------------
2.       Name after change N/A
                            ------------------------------------------
3.       Effective date of charter amendment changing name N/A
                                                             ----------
4.       Date of shareholder approval of change, if required N/A
                                                               --------
Date    November 15, 1995             /s/ Thomas B. Winmill
     -------------------------      -----------------------
     -------------------------   ------------------------------

                                    (Officer's signature and title)
                                    Thomas B. Winmill, Co-President