Rule 424(b)(2)                   
                            Registration Nos. 33-65674
                            NASD File No. 930707011            
PRICING SUPPLEMENT NO. 61
Dated August 2, 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:  One (1) Month      
Agent's Commission: .50%                          LIBOR Telerate 
                                            posted on 8/5/94  
Interest Rate Basis:                           
(  ) Treasury Rate           Original Issue Date: 8/9/94  
( X) LIBOR - 1 month         Maturity Date: 8/9/99        
(  ) Commercial Paper Rate   Maximum Interest Rate:______% 
(  ) Federal Funds Effective Rate      Minimum Interest Rate:______%
(  ) Prime Rate              Spread Multiplier:__________%
(  ) Other (see attached)    Spread (+ -) +.55%     

Index Maturity: 1 month

Interest Payment Period:      Monthly                              

Interest Reset Period:   Monthly                         

Interest Reset Dates:    Ninth of each month (commencing
                    September 9, 1994)

Interest Determination Dates: Two (2) London business days             
                         prior to interest payment dates         
                  
Interest Payment Dates:  Ninth of each month (commencing                
                   September 9, 1994) and Maturity
                
The aggregate principal amount of this offering is $5,000,000 and
relates only to Pricing Supplement No. 61. 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
$2,257,100,000 Medium-Term Notes, Series E has been issued and
$2,207,100,000 are outstanding.

The Agent has purchased the Notes as principal in this transaction and
may resell any of such Notes to another broker/dealer (acting as
principal for the purposes of resale) at a discount and the discount
allowed to such broker/dealer will not exceed the discount received by
the Agent in such transaction.