424B2 1 mtng020.txt MTNG020 Rule 424(b)(2) Registration No. 333-60474 PRICING SUPPLEMENT NO. 20 dated August 8, 2002 to Prospectus Supplement dated June 14, 2001 and Prospectus dated June 14, 2001 LEHMAN BROTHERS HOLDINGS INC. Medium-Term Notes, Series G Due Nine Months or More From the Date of Issue CUSIP No.: 52517PSU6 ISIN: US52517PSU65 Specified Currency: US Dollars Principal Amount: US$250,000,000.00 Total Per Note Issue Price: US$250,000,000.00 100.00% Agent's Commission: US$ 375,000.00 0.15% Proceeds to Lehman Brothers Holdings: US$249,625,000.00 99.85% Agent: Lehman Brothers Inc. Agent's Capacity: [ ] As agent [X ] As principal [ ] The Notes are being offered at varying prices relating to prevailing market prices at the time of sale. [X ] The Notes are being offered at a fixed initial public offering price equal to the Issue Price. Trade Date: August 8, 2002 Original Issue Date: August 13, 2002 Stated Maturity Date: September 12, 2003 Amortizing Note: [ ] Yes [X ] No Amortization Schedule: Not Applicable [ ] Fixed Rate Note Interest Rate per Annum: % [X ] Floating Rate Note [ ] CD Rate [ ] Commercial Paper Rate [ ] Federal Funds Rate [ ] LIBOR Telerate [ ] LIBOR Reuters [ ] Treasury Rate: Constant Maturity [ ] Yes [ ] No [X ] Prime Rate [ ] J.J. Kenny Rate [ ] Eleventh District Cost of Funds Rate [ ] Other: Initial Interest Rate: Not Applicable Spread: -2.88% Maximum Interest Rate: Not Applicable Minimum Interest Rate: Not Applicable Index Maturity: Not Applicable Interest Rate Determination Dates: The Interest Rate Determination Date for any Interest Reset Date will be that Interest Reset Date. Interest Reset Dates: Daily, provided that the interest rate in effect on the business day prior to each Interest Payment Date (including the Stated Maturity Date) will be that in effect on the second business day prior to such Interest Payment Date. The provision in the Prospectus Supplement that the interest rate in effect for the ten days immediately prior to maturity will be that in effect on the tenth day preceding maturity shall not apply. Interest Payment Dates: Each February 12, May 12, August 12 and November 12, commencing on November 12, 2002. "Accrue to Pay": [X ] Yes (i.e. subject to modified following business day convention) [ ] No Interest Rate Calculation Agent: Citibank, N.A. Optional Redemption: The Note may not be redeemed prior to Stated Maturity at the option of Lehman Brothers Holdings. Optional Repayment: The holder of the Note may not elect repayment of the Note by Lehman Brothers Holdings prior to Stated Maturity. Extension of Maturity: Lehman Brothers Holdings may not extend the Stated Maturity Date of the Note. Form of Note: [X ] Book-entry only (global) [ ] Certificated Depository: The Depository Trust Company Authorized Denominations: $1,000 or any larger whole multiple Clearance and Settlement Each global certificate representing the Notes will be deposited with, or on behalf of, DTC and registered in the name of DTC or its nominee. Investors may elect to hold their beneficial interests in a global certificate through DTC, Clearstream Banking, Socit Anonyme, or Euroclear Bank S.A./N.V., as operator of the Euroclear System, if they are participants in such systems, or indirectly through organizations which are participants in such system. Clearstream and Euroclear will hold interests on behalf of their participants through customers' securities accounts in Clearstream's and Euroclear's names on the books of their respective depositaries, which in turn will hold such interests in customers' securities accounts in the depositaries' names on DTC's books. Capitalized terms used herein without definition have the meanings ascribed to them in the Prospectus Supplement and accompanying Prospectus. Lehman Brothers Holdings Inc. By: /s/ Thomas O'Sullivan Name: Thomas O'Sullivan Title: Authorized Officer