SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number:
NOTIFICATION OF LATE FILING
(Check One): [_] Form 10-K [X] Form 11-K [_] Form 20-F [ ]
Form 10-Q [_] Form N-SAR
For Period Ended: December 31, 2001
[_] Transition Report on Form 10-K
[_] Transition Report on Form 20-F
[_] Transition Report on Form 11-K
[_] Transition Report on Form 10-Q
[_] Transition Report on Form N-SAR
For the Transition Period Ended: _________________________
Read attached instruction sheet before preparing form. Please print or
type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
PART I
REGISTRANT INFORMATION
Lehman Brothers Savings Plan
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Full Name of Registrant
Lehman Brothers Holdings Inc. Tax Deferred Savings Plan
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Former Name if Applicable
745 Seventh Avenue
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Address of Principal Executive Office (Street and Number)
New York, New York 10019
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City, State and Zip Code
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
[X] [_] (a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable
effort or expense;
[X] [_] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or
portion thereof will be filed on or before the 15th calendar
day following the prescribed due date; or the subject
quarterly report or transition report on Form 10-Q, or
portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
[_] [_] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail why the Form 10-K, 11-K, 20-F, 10-Q,
N-SAR or the transition report or portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
The Registrant's principal offices at 3 World Financial Center, New York,
New York were heavily damaged in the terrorist attack that occurred on September
11, 2001, and a large portion of the Registrant's records were lost, including
certain records on which the Registrant intended to rely in connection with the
audited financial statements for the Form 11-K. In particular, because the
Registrant ended its relationship with its former recordkeeper and former asset
custodian on February 1, 2001, the Registrant had intended to rely on its own
records for the period prior to February 1, 2001 (as to which data is required
not just for the period in question but for reconciliation purposes). The extent
of the loss, and the fact that the Registrant's personnel would not be permitted
to re-enter the damaged building to seek to retrieve whatever records might have
remained, did not become apparent until many months after the event. Identifying
and recreating the destroyed records and rebuilding the Registrant's record
system has been and continues to be a time- and resource- intensive process. In
fact, certain of the required records were not identified until June 2002,
including lost material for which the Registrant was then required to request
duplicates from the prior recordkeeper and asset custodian. The additional
information required could not be assembled in sufficient time for the audit to
be completed prior to July 1, 2002. Following the compilation of the necessary
data, the Registrant worked diligently with its auditor to complete the audit on
a timely basis, but ultimately they were unsuccessful.
For the foregoing reasons the Registrant has been unable, without
unreasonable effort or expense, to complete its Form 11-K on or before the date
on which it is required to be filed. The
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Registrant's Form 11-K will be filed
within the period specified by paragraph (b)(2)(ii) of Rule 12b-25.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Paul S. Imbimbo 201 524-4464
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(Name) (Area Code) (Telephone
Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that
the registrant was required to file such report(s) been filed? If the
answer is no, identify report(s).
[X] Yes [_] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or portion
thereof?
[_] Yes [X] No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
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Lehman Brothers Savings Plan
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: July 1, 2002 By: /s/ Wendy M. Uvino
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Name: Wendy M. Uvino
Title: Secretary, Authorized Representative
Employee Benefit Plans Committee
Lehman Brothers Holdings Inc.
INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C.F 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act. The information contained in or filed with
the form will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. ELECTRONIC FILERS. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to difficulties
in electronic filing within
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the time period prescribed due to difficulties in electronic filing should
comply with either Rule 201 or Rule 202 of Regulation S-T or apply for an
adjustment in filing date pursuant to Rule 13(b) of Regulation S-T.
(Form 12b-25-07/98)
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