Rule 424(b)(2)
			Registration Nos. 333-50197
	NASD File No. 961029005
	Cusip #: 52517PPX3

AMENDMENT TO PRICING SUPPLEMENT NO. 348
Dated: April 1, 1999 to Prospectus
Supplement dated May 4, 1998
and Prospectus dated May 4, 1998

	 LEHMAN BROTHERS HOLDINGS INC.   
        	  Medium-Term Notes, Series E
                  		(Fixed Rate)

Due from Nine Months to 30 Years from Date of Issue

Pricing to Public:  100.00%

Agent's Commission: .250% 

Original Issue Date: 04/08/99

Interest Rate Per Annum:  7.00% 

Interest Payment Dates: Monthly on the 8th, commencing on May 8, 1999

Maturity Date:  04/8/14 

Call Option:  The Issuer has the right to call the Issue every two 
years at par on or after the First Call Date.  Call Notice is 30 
calender days.

First Call Date:   April 8, 2001

These Notes, issued under Pricing Supplement No. 348, may be sold in 
minimum denominations of $1,000, or any amount in excess thereof 
which is an integral multiple of $1,000. 

The aggregate principal amount of this offering is $35,000,000  and 
relates only to Pricing Supplement No. 348.  Medium-Term Notes, 
Series E are not limited as to a total amount authorized.  To date, 
including this offering, an aggregate of $17,714,204,288 Medium-Term 
Notes, Series E has been issued and an aggregate $9,666,287,201 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, which may vary 
from the discount received by the Agent in such transaction.
	
















































Lehman Brothers Holdings

By:________________________
						Name: Kathryn M. Bopp Flynn
						Title: Senior Vice President