EXHIBIT 24

    KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Thomas A. Russo, Joseph Polizzotto and Jeffrey A.
Welikson and each of them, his or her true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for him or her and
in his or her name, place and stead, in any and all capacities, to sign the
Annual Report on Form 10-K of Lehman Brothers Holdings Inc., for the fiscal year
ended November 30, 2001, and any and all amendments thereto, and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite and necessary to be done, as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents, or
any of them, or their substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.

Dated: As of February 28, 2002



                     SIGNATURES                                             TITLE
                     ----------                                             -----
                                                     

              /s/ RICHARD S. FULD, JR.                  Chief Executive Officer and
     -------------------------------------------          Chairman of the Board of Directors
                Richard S. Fuld, Jr.                      (principal executive officer)

                 /s/ DAVID GOLDFARB                     Chief Financial Officer and Senior Vice
     -------------------------------------------          President
                   David Goldfarb                         (principal financial and accounting officer)

               /s/ MICHAEL L. AINSLIE
     -------------------------------------------        Director
                 Michael L. Ainslie

                  /s/ JOHN F. AKERS
     -------------------------------------------        Director
                    John F. Akers

                /s/ ROGER S. BERLIND
     -------------------------------------------        Director
                  Roger S. Berlind

              /s/ THOMAS H. CRUIKSHANK
     -------------------------------------------        Director
                Thomas H. Cruikshank

                  /s/ HENRY KAUFMAN
     -------------------------------------------        Director
                    Henry Kaufman

                /s/ JOHN D. MACOMBER
     -------------------------------------------        Director
                  John D. Macomber

                  /s/ DINA MERRILL
     -------------------------------------------        Director
                    Dina Merrill