Rule 424(b)(2)                   
                            Registration Nos. 33-65674
                            NASD File No. 930707011            
PRICING SUPPLEMENT NO. 47
Dated April 28, 1994, to Prospectus
Supplement dated March 4, 1994
and Prospectus dated October 4, 1993

               LEHMAN BROTHERS HOLDINGS INC.
                         Medium-Term Notes, Series E
                              (Floating Rate)
       Due from Nine Months to 30 years from Date of Issue

Price to Public: 100%        Initial Interest Rate:  Prime Rate          
                                                     on 5/5/94 
Agent's Commission: .15%                      
Interest Rate Basis:                           
(  ) Treasury Rate           Original Issue Date: 5/5/94  
(  ) LIBOR                   Maturity Date: 6/5/95        
(  ) Commercial Paper Rate   Maximum Interest Rate:______% 
(  ) Federal Funds Effective Rate      Minimum Interest Rate:______%
( X) Prime Rate              Spread Multiplier:__________%
(  ) Other (see attached)    Spread (+ -) -2.25%     

Index Maturity: Daily

Interest Payment Period:      Quarterly - as described in Prospectus        
                         Supplement                              

Interest Reset Period:   Daily                         

Interest Reset Dates:    Daily

Interest Determination Dates: As described in Prospectus
                        Supplement
                            
Note: The interest rate in effect on the fifth day prior to
      Maturity Date shall be the Interest rate for that period
      of time from such day to but excluding Maturity Date.

Interest Payment Dates:  Fifth (5th) of every February, 
                   May, August, November and Maturity            
           
The aggregate principal amount of this offering is $35,000,000 and
relates only to Pricing Supplement No. 47. Medium-Term Notes, Series E
may be issued by the company in aggregate principal amount of up to
$2,500,000,000 and, to date, including this offering, an aggregate of
$1,737,150,000 Medium-Term Notes, Series E has been issued and
$1,737,150,000 are outstanding.