<SUBMISSION>
<ACCESSION-NUMBER>0001193805-04-001649
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20041029
<ITEMS>8.01
<ITEMS>9.01
<FILING-DATE>20041029
<DATE-OF-FILING-DATE-CHANGE>20041029
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>GENERAL BEARING CORP
<CIK>0001026221
<ASSIGNED-SIC>3562
<IRS-NUMBER>132796245
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-22053
<FILM-NUMBER>041106521
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>44 HIGH ST
<CITY>WEST NYWACK
<STATE>NY
<ZIP>10994
<PHONE>9143586000
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>C/O GENERAL BEARING CORP
<STREET2>44 HIGH ST
<CITY>WEST NYACK
<STATE>NY
<ZIP>10994
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>e400875_8k-gbc.txt
<DESCRIPTION>CURRENT REPORT
<TEXT>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

              Current Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): October 29, 2004

                           GENERAL BEARING CORPORATION
             (Exact name of registrant as specified in its charter)

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

         Delaware                     0-22053                    13-2796245
(State or other jurisdiction  (Commission file number)         (I.R.S. Employer
     of incorporation)                                       Identification No.)

               (Address of principal executive offices) (Zip Code)
44 High Street                  West Nyack, New York                       10994

                                  845-358-6000
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2 below):

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))

<PAGE>

Item 8.01 Other Events

On October 29, 2004, the board of directors of the Company adopted a Code of
Conduct as required by NASDAQ Marketplace Rule 4350(n).

Item 9.01. Financial Statements and Exhibits.

      Exhibits.

14. Code of Conduct

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date: October 29, 2004                        General Bearing Corporation


                                              By: /s/ John E. Stein
                                                  -----------------
                                              Name: John E. Stein
                                              Title: Secretary & General Counsel

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-14
<SEQUENCE>2
<FILENAME>e400875_ex14.txt
<DESCRIPTION>CODE OF CONDUCT
<TEXT>

Exhibit 14

                   GENERAL BEARING CORPORATION CODE OF CONDUCT



      I. CONDUCT REQUIRED

      All directors, officers and employees shall:

      1. Conduct themselves ethically and honestly, and shall ethically handle
actual or apparent conflicts of interest between personal and professional
relationships;

      2. Provide full, fair, accurate, timely, and understandable disclosure in
reports and documents that the Company files with, or submits to, the Securities
and Exchange Commission and in other public communications made by the Company;

      3. Comply with applicable governmental laws, rules and regulations.


      II. ENFORCEMENT

            A. Reporting and Investigation of Violations In General. Any
director, officer or employee who reasonably believes that there has been a
material violation of this Code should report it immediately to the Compliance
Officer, the CEO, President, the Audit Committee or the Board. Such persons (or
their designees) will promptly investigate the matter. The investigation will be
handled, to the extent possible, discreetly and appropriately, and the
information will be disclosed to others only on a need to know basis and as
required by law. There will be no adverse action taken against directors,
officers or employees who report violations of the Code or who participate in
the investigation. If the investigation leads to a conclusion that a material
violation of the Code has occurred, the Company will take appropriate corrective
action, which may include removal from a position as director or officer, and
dismissal as an employee of the Company.

            The Company recognizes the potentially serious impact of a false
accusation. Directors, officers and employees are expected as part of the
ethical standards required by this Code of Conduct to act responsibly in making
complaints. Making a complaint without a good faith basis is itself an ethical
violation. Any director, officer or employee who makes a complaint in bad faith
will be subject to appropriate corrective action including dismissal from
service or employment.

            B. Reporting and Investigation of Violations Relating to Accounting
or Auditing Matters. In addition to the procedures described in Section A,
above, any director, officer or employee who reasonably believes that there has
been a material violation of this Code caused by questionable accounting or
auditing matters has the right to submit a confidential, anonymous complaint to
the Compliance Officer. The complaint should be made in written form and provide
sufficient information so that a reasonable investigation can be conducted. The

<PAGE>

Audit Committee has also adopted detailed procedures for the reporting and
investigation of complaints regarding accounting/financial reporting, a copy of
which has been furnished to all directors, officers and employees.

            C. Consequences of Violation.

The Compliance Officer shall determine, or designate appropriate persons to
determine, appropriate actions to be taken in the event of violations of the
Code, provided however, that the Board shall determine actions to be taken in
connection with violations of the Code by directors or officers. Such actions
shall be reasonably designed to deter wrongdoing and to promote accountability
for adherence to the Code, and could include written notices to the individual
involved that the Company has determined that there has been a violation,
censure, demotion or re-assignment of the individual involved, suspension with
or without pay or benefits (in the discretion of the Board) and termination of
the individual's service or employment. In determining what action is
appropriate in a particular case, the Compliance Officer or Board shall take
into account all relevant information, including the nature and severity of the
violation, whether the violation was a single occurrence or repeated
occurrences, whether the violation appears to have been intentional or
inadvertent, whether the individual in question had been advised prior to the
violation as to the proper course of action and whether or not the individual in
question had committed other violations in the past.

</TEXT>
</DOCUMENT>
</SUBMISSION>
