Filed Pursuant to Rule 433
Registration No.: 333-134553
15YR NC 1YR Lehman Steepener
Final Terms and Conditions
Lehman Brothers Holdings Inc. has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the prospectus dated May 30, 2006, the prospectus supplement dated May 30, 2006 for its Medium Term Notes, Series I, and other documents Lehman Brothers Holdings Inc. has filed with the SEC for more complete information about Lehman Brothers Holdings Inc. and this offering. Buyers should rely upon the prospectus, prospectus supplement and any relevant free writing prospectus for complete details. You may get these documents and other documents Lehman Brothers Holdings Inc. has filed for free by searching the SEC online database (EDGAR®) at www.sec.gov with “Lehman Brothers Holdings Inc.” as a search term. You may also access the prospectus and Series I MTN prospectus supplement on the SEC web site as follows:
Series I MTN prospectus supplement dated May 30, 2006:
http://www.sec.gov/Archives/edgar/data/806085/000104746906007785/a2170815z424b2.htm
Prospectus dated May 30, 2006:
http://www.sec.gov/Archives/edgar/data/806085/000104746906007771/a2165526zs-3asr.htm
Alternatively, Lehman Brothers Inc. will arrange to send you the prospectus, Series I MTN prospectus supplement and final pricing supplement (when completed) if you request it by calling your Lehman Brothers sales representative or 1-888-603-5847.
Issuer: |
| Lehman Brothers Holdings Inc. |
Ratings: |
| Moody’s A1/ S&P A+/ Fitch AA–(1) |
Issue Size: |
| $2,000,000 (increasing the total offering size to $27,000,000) |
Issue Price: |
| 100.0% |
Redemption Price: |
| 100.0% |
CUSIP: |
| 5252M0BX4 |
Upsize Trade Date: |
| January 29, 2008 |
Original Trade Date: |
| January 10, 2008 |
Issue Date: |
| January 30, 2008 |
Maturity Date: |
| January 30, 2023, subject to Issuer’s Call Option |
Interest Rate: |
| From and including the Issue Date to but excluding January 30, 2009: |
|
| From and including January 30, 2009, to but excluding the Maturity Date: |
|
| 50* (30yr CMS Rate – 10yr CMS Rate), subject to a minimum of 0% |
Day Count Basis: |
| 30/360 |
(1) Lehman Brothers Holdings Inc. is rated A+ by Standard & Poor’s, A1 by Moody’s and AA– by Fitch. A credit rating reflects the creditworthiness of Lehman Brothers Holdings Inc. and is not a recommendation to buy, sell or hold securities, and it may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.
Interest Period: |
| Quarterly from and including each Interest Payment Date (or the Issue Date, in the case of the first Interest Period) to but excluding the next succeeding Interest Payment Date (or the Maturity Date, in the case of the final Interest Period) |
Interest Payment |
| Quarterly on the 30th of January, April, July and October, commencing April 30, 2008, subject to Issuer’s Call Option |
Interest Reset Dates: |
| Quarterly on the 30th of January, April, July and October, commencing April 30, 2008, for the period commencing on and including such Interest Reset Date to but excluding the next succeeding Interest Payment Date, determined on the related Interest Determination Date |
Interest Determination |
|
|
30yr CMS Rate |
| For any Interest Reset Date, the rate for U.S. Dollar swaps with a maturity of 30 years, expressed as a percentage, which appears on Reuters Screen ISDAFIX1 as of 11:00 a.m., New York City time, on the related Interest Determination Date. |
10yr CMS Rate |
| For any Interest Reset Date, the rate for U.S. Dollar swaps with a maturity of 10 years, expressed as a percentage, which appears on Reuters Screen ISDAFIX1 as of 11:00 a.m., New York City time, on the related Interest Determination Date. |
|
| If the 30yr CMS Rate or the 10yr CMS Rate does not appear on Reuters Screen ISDAFIX1 on any Interest Determination Date, the rate for the related Interest Reset Date shall be determined on such Interest Determination Date as if the parties had specified “USD-CMS-Reference Banks” as the applicable rate, as described under “Description of the Notes—Floating Rate Notes—CMS Rate Notes” in the prospectus supplement dated May 30, 2006. |
Business Days: |
| New York and London |
Issuer’s Call Option: |
| The Issuer has the right on every Interest Payment Date, commencing on or after January 30, 2009, to call the Notes in whole or in part at the Redemption Price, provided that the Issuer gives 5 Business Days notice to the investor. All amounts that may otherwise be payable following the call date shall cease to be payable. |
Business Day |
| Modified following, unadjusted |
Denominations: |
| $1,000 / $1,000 |
Calculation Agent: |
| Lehman Brothers Special Financing Inc. |
Underwriter: |
| Lehman Brothers Inc. |
Fees: |
|
|
| Price to Public (1) |
| Fees(2) |
| Proceeds to the Issuer |
|
| Per note |
| $1,000 |
| $16.50 |
| $983.50 |
|
| Total (3) |
| $2,000,000 |
| $33,000 |
| $1,967,000 |
|
| (1) The price to public includes Lehman Brothers Holdings Inc.’s cost of hedging its obligations under the notes through one or more of its affiliates, which includes such affiliates expected cost of providing such hedge as well as the profit such affiliates expect to realize in consideration for assuming the risks inherent in providing such hedge. | ||||||
|
| (2) Lehman Brothers Inc. will receive commissions equal to $16.50 per $1,000 principal amount, or 1.65%, and may use all or a portion of these commissions to pay selling concessions or fees to other dealers. Lehman Brothers Inc. and/or an affiliate may earn additional income as a result of payments pursuant to any hedges. | ||||||
|
| (3) The notes will be issued in an aggregate principal amount of $2,000,000 and will form a single tranche with the $25,000,000 aggregate principal amount of Medium-Term Notes, Series I, due January 30, 2023 that Lehman Brothers Holdings will issue on January 30, 2008. The notes will have the same CUSIP and ISIN numbers as the other notes of this tranche and will settle on the same date as, and trade interchangeably with, the other notes of this tranche. The issuance of the notes will increase the aggregate principal amount of this tranche to $27,000,000. | ||||||
Risk Factors
An investment in the notes entails certain risks not associated with an investment in conventional floating rate or fixed rate medium-term notes. See “Risk Factors” in the Series I MTN prospectus supplement.
United States Federal Income Tax Treatment:
Lehman Brothers Holdings Inc. intends to treat the notes as contingent payment debt instruments, as described under “Supplemental United States Federal Income Tax Consequences—Contingent Payment Debt Instruments” in the Series I MTN prospectus supplement.
Historical Levels of the 30yr CMS Rate and 10yr CMS Rate
The following shows the 30yr CMS Rate and the 10yr CMS Rate in effect on the Original Trade Date and on the hypothetical Interest Reset Dates listed below. The historical experience of the 30yr CMS Rate and 10yr CMS Rate should not be taken as an indication of the future performance of the 30yr CMS Rate and 10yr CMS Rate during the term of the Notes. Fluctuations in the level of the 30yr CMS Rate and 10yr CMS Rate make the Notes’ effective interest rate after January 30, 2009, difficult to predict and can result in effective interest rates to investors that are lower than anticipated. In addition, historical interest rates are not necessarily indicative of future interest rates. Fluctuations in interest rates and interest rate trends that have occurred in the past are not necessarily indicative of fluctuations that may occur in the future, which may be wider or narrower than those that have occurred historically.
Hypothetical |
| 30yr CMS Rate (in %) |
| 10yr CMS Rate (in %) |
| 30yr CMS Rate — 10yr CMS |
|
1/10/2008 |
| 4.956 |
| 4.497 |
| 0.458 |
|
10/30/2007 |
| 5.273 |
| 5.02 |
| 0.253 |
|
7/30/2007 |
| 5.749 |
| 5.555 |
| 0.194 |
|
4/30/2007 |
| 5.385 |
| 5.166 |
| 0.219 |
|
1/30/2007 |
| 5.532 |
| 5.4 |
| 0.132 |
|
10/30/2006 |
| 5.327 |
| 5.203 |
| 0.124 |
|
7/31/2006 |
| 5.652 |
| 5.545 |
| 0.107 |
|
5/1/2006 |
| 5.786 |
| 5.638 |
| 0.148 |
|
1/30/2006 |
| 5.175 |
| 5.048 |
| 0.127 |
|
10/31/2005 |
| 5.28 |
| 5.071 |
| 0.209 |
|
8/1/2005 |
| 4.993 |
| 4.765 |
| 0.228 |
|
5/3/2005 |
| 4.996 |
| 4.649 |
| 0.347 |
|
1/31/2005 |
| 4.971 |
| 4.514 |
| 0.457 |
|
11/1/2004 |
| 5.202 |
| 4.527 |
| 0.675 |
|
7/30/2004 |
| 5.567 |
| 4.962 |
| 0.605 |
|
4/30/2004 |
| 5.612 |
| 4.976 |
| 0.636 |
|
1/30/2004 |
| 5.288 |
| 4.531 |
| 0.757 |
|
10/30/2003 |
| 5.485 |
| 4.753 |
| 0.732 |
|
7/30/2003 |
| 5.586 |
| 4.817 |
| 0.769 |
|
4/30/2003 |
| 5.026 |
| 4.202 |
| 0.824 |
|
1/30/2003 |
| 5.251 |
| 4.428 |
| 0.823 |
|
10/30/2002 |
| 5.422 |
| 4.527 |
| 0.895 |
|
7/30/2002 |
| 5.926 |
| 5.23 |
| 0.696 |
|
4/30/2002 |
| 6.098 |
| 5.628 |
| 0.47 |
|
1/30/2002 |
| 6.111 |
| 5.695 |
| 0.416 |
|
10/30/2001 |
| 5.712 |
| 5.076 |
| 0.636 |
|
7/30/2001 |
| 6.265 |
| 5.9 |
| 0.365 |
|
4/30/2001 |
| 6.516 |
| 6.152 |
| 0.364 |
|
1/30/2001 |
| 6.332 |
| 6.06 |
| 0.272 |
|
10/30/2000 |
| 6.886 |
| 6.857 |
| 0.029 |
|
7/31/2000 |
| 7.202 |
| 7.25 |
| -0.048 |
|
5/1/2000 |
| 7.398 |
| 7.449 |
| -0.051 |
|
1/31/2000 |
| 7.506 |
| 7.519 |
| -0.013 |
|
11/1/1999 |
| 7.08 |
| 6.922 |
| 0.158 |
|
7/30/1999 |
| 7.054 |
| 6.902 |
| 0.152 |
|
4/30/1999 |
| 6.321 |
| 6.068 |
| 0.253 |
|
2/1/1999 |
| 5.828 |
| 5.502 |
| 0.326 |
|
10/30/1998 |
| 5.891 |
| 5.4 |
| 0.491 |
|
7/30/1998 |
| 6.174 |
| 6.056 |
| 0.118 |
|
4/30/1998 |
| 6.33 |
| 6.163 |
| 0.167 |
|
1/30/1998 |
| 6.201 |
| 6 |
| 0.201 |
|
10/30/1997 |
| 6.581 |
| 6.362 |
| 0.219 |
|
7/30/1997 |
| 6.668 |
| 6.455 |
| 0.213 |
|
4/30/1997 |
| 7.286 |
| 7.071 |
| 0.215 |
|
1/30/1997 |
| 7.195 |
| 6.921 |
| 0.274 |
|
10/30/1996 |
| 7.038 |
| 6.714 |
| 0.324 |
|
7/30/1996 |
| 7.43 |
| 7.239 |
| 0.191 |
|
4/30/1996 |
| 7.302 |
| 7.072 |
| 0.23 |
|
1/30/1996 |
| 6.416 |
| 6.012 |
| 0.404 |
|
10/30/1995 |
| 6.76 |
| 6.42 |
| 0.34 |
|
7/31/1995 |
| 7.292 |
| 6.827 |
| 0.465 |
|
5/1/1995 |
| 7.796 |
| 7.452 |
| 0.344 |
|
1/30/1995 |
| 8.26 |
| 8.053 |
| 0.207 |
|
10/31/1994 |
| 8.515 |
| 8.182 |
| 0.333 |
|
8/1/1994 |
| 7.888 |
| 7.492 |
| 0.396 |
|
5/2/1994 |
| 7.905 |
| 7.488 |
| 0.417 |
|
1/31/1994 |
| 6.884 |
| 5.931 |
| 0.953 |
|
11/1/1993 |
| 6.703 |
| 5.897 |
| 0.806 |
|
7/30/1993 |
| 7.23 |
| 6.15 |
| 1.08 |
|
4/30/1993 |
| 7.609 |
| 6.385 |
| 1.224 |
|
2/1/1993 |
| 7.538 |
| 6.701 |
| 0.837 |
|