Filed Pursuant to Rule 424(b)(5)
                                               Registration No.: 333-121067

The information in this preliminary pricing supplement is not complete and may
be changed. This preliminary pricing supplement and the accompanying prospectus
supplements and prospectus are not an offer to sell these securities and we are
not soliciting an offer to buy these securities in any jurisdiction where the
offer or sale is not permitted.


                  SUBJECT TO COMPLETION, DATED JANUARY 12, 2006


PRELIMINARY PRICING SUPPLEMENT No. 10
to Prospectus Supplement dated May 18, 2005
to Prospectus Supplement dated May 18, 2005
and Prospectus dated May 18, 2005

                               [      ] YEELDS(R)
                          LEHMAN BROTHERS HOLDINGS INC.
                           MEDIUM-TERM NOTES, SERIES H
      28.2% Yield Enhanced Equity Linked Debt Securities Due July 20, 2006
          Performance Linked to SanDisk Corporation (SNDK) Common Stock

Because these notes are part of a series of Lehman Brothers Holdings' debt
securities called Medium-Term Notes, Series H, this preliminary pricing
supplement and the accompanying prospectus supplement, dated May 18, 2005 (the
"YEELDS prospectus supplement") should also be read with the accompanying
prospectus supplement, dated May 18, 2005 (the "MTN prospectus supplement") and
the accompanying prospectus dated May 18, 2005 (the "base prospectus"). Terms
used here have the meanings given them in the YEELDS prospectus supplement, the
MTN prospectus supplement or the base prospectus, unless the context requires
otherwise.

     o INDEX STOCK ISSUER: SanDisk Corporation. SanDisk Corporation is not
     involved in this offering and has no obligation with respect to the notes.

     o INDEX STOCK: The common stock of the index stock issuer.

     o STATED MATURITY DATE: July 20, 2006, subject to postponement if the
     valuation date is postponed.

     o VALUATION DATE: July 13, 2006, subject to postponement if a market
     disruption event occurs or if such day is not a scheduled trading day, as
     described under the caption "Description of the Notes--Settlement value" on
     page SS-12 of the YEELDS prospectus supplement.

     o DETERMINATION PERIOD: Five business days.

     o COUPON RATE: 28.2% per annum.

     o COUPON PAYMENT DATES: April 20, 2006 and July 20, 2006.

     o COUPON RECORD DATES: 15 calendar days prior to each coupon payment date.

     o PRINCIPAL AMOUNT: An amount per YEELDS equal to the initial value, and in
     aggregate, $[    ].

     o LISTING: The YEELDS will not be listed on any exchange.

     o EQUITY CAP PRICE: 100.0% of the initial value. BECAUSE THE EQUITY CAP
     PRICE IS EQUAL TO THE INITIAL VALUE, YOU WILL NEVER RECEIVE MORE THAN THE
     PRINCIPAL AMOUNT PER NOTE ON THE STATED MATURITY DATE; YOU MAY RECEIVE
     LESS.

     o INITIAL VALUE: The average execution price per share for the index stock
     that an affiliate of Lehman Brothers Holdings will pay to hedge Lehman
     Brothers Holdings' obligations under the notes.

     o TRIGGER PRICE: 70.0% of the initial value.

     o DENOMINATIONS: An amount equal to the initial value and integral
     multiples thereof.

     o PAYMENT AT MATURITY: On the stated maturity date, Lehman Brothers
     Holdings will pay you, per YEELDS, the

     lesser of:
     (1) the alternative redemption amount; and
     (2) the equity cap price

     provided that, if the adjusted intraday price of the index stock multiplied
     by the multiplier then in effect is at or above the trigger price on all
     scheduled trading days during the measurement period and the settlement
     value is less than the initial value, Lehman Brothers Holdings will pay you
     the initial value per YEELDS.

     The adjusted intraday price of the index stock on any scheduled trading day
     will equal the then-current intraday price of the index stock, plus the
     dividend adjustment amount in effect on such scheduled trading day. The
     measurement period will begin on the date of the pricing supplement and end
     on the valuation date.

     Because the principal amount is equal to the initial value, the alternative
     redemption amount per YEELDS will equal the settlement value.

     The settlement value will be based upon the adjusted closing price of the
     index stock on the valuation date, and shall generally be equal to the
     adjusted closing price multiplied by the multiplier, as described beginning
     on page PS-2 of this preliminary pricing supplement under "Settlement Value
     Based Upon Adjusted Closing Price".

     o STOCK SETTLEMENT OPTION: Yes, at the option of Lehman Brothers Holdings
     at maturity, as described under the caption "Description of the Notes-Stock
     Settlement" on page SS-16 of the YEELDS prospectus supplement. Lehman
     Brothers Holdings will provide the trustee with not less than 3 business
     days' prior written notice if it elects the stock settlement option.

  Investing in the notes involves risks. Risk Factors begin on page SS-6 of the
                          YEELDS prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
preliminary pricing supplement, any accompanying YEELDS prospectus supplement or
any accompanying prospectus is truthful or complete. Any representation to the
contrary is a criminal offense.
                                  ------------
                                                     Per YEELDS         Total
                                                  -----------------   ---------

Public offering price............................ $                       $
Underwriting discount............................ $                       $
Proceeds to Lehman Brothers Holdings............. $                       $

Lehman Brothers Holdings has granted the underwriter an option to purchase,
within 13 days of the original issuance, up to an additional       YEELDS on the
same terms and conditions set forth above solely to cover over-allotments, if
any.
                                  ------------
The notes are expected to be ready for delivery in book-entry form only through
The Depository Trust Company on or about January 20, 2006.

                                 LEHMAN BROTHERS
January 12, 2006
"YEELDS" is a registered trademark of Lehman Brothers Inc.








               SETTLEMENT VALUE BASED UPON ADJUSTED CLOSING PRICE

Notwithstanding the statement in the YEELDS prospectus supplement in the first
sentence under "Description of Notes--Settlement value" that the settlement
value will be based upon the closing price of the index stock, in the case of
the YEELDS offered hereby, the settlement value will be based upon the adjusted
closing price of the index stock on the valuation date, and shall generally be
equal to such adjusted closing price multiplied by the multiplier then in
effect. Adjustments to the closing price will occur, as described below, if
SanDisk Corporation pays dividends on its shares of common stock during the term
of the YEELDS.

The adjusted closing price of SanDisk Corporation common stock on any scheduled
trading day will equal the closing price of such common stock on such scheduled
trading day, plus the dividend adjustment amount (which may be a negative
number) in effect on such scheduled trading day. The dividend adjustment amount
shall initially be zero.

The "base dividend" shall be $0.00, the amount of the quarterly dividend per
share of common stock most recently paid by SanDisk Corporation prior to the
date of the pricing supplement. The base dividend is subject to adjustment in
the event of certain events affecting the shares of common stock of SanDisk
Corporation such as share splits, reverse share splits or reclassifications, as
determined by the calculation agent, in its good faith judgment. If the
calculation agent determines in its sole and absolute discretion that SanDisk
Corporation has failed to declare or make a quarterly dividend payment, the
effective adjustment date for adjusting the dividend adjustment amount will be
the first business day immediately following May 27, 2006 and the valuation
date, as applicable.

If, during the period from, but excluding, the date of the pricing supplement to
the valuation date, holders of record of SanDisk Corporation common stock are
entitled to receive a cash dividend (other than an extraordinary cash dividend,
as determined by the calculation agent in its good faith judgment) from SanDisk
Corporation, the dividend adjustment amount then in effect shall be increased on
the effective adjustment date by an amount equal to the new dividend. Any such
upward adjustment to the dividend adjustment amount may increase the amount you
receive upon maturity.

The dividend adjustment amount in effect at any time shall be adjusted in the
event of certain events affecting the shares of common stock of SanDisk
Corporation, such as share splits, reverse share splits or reclassifications, as
determined by the calculation agent, in its good faith judgment.

You may call Lehman Brothers Inc. at 212-526-0905 to obtain the current value of
the dividend adjustment amount.



                     EXAMPLES OF AMOUNT PAYABLE AT MATURITY

Here are three examples of the amount that may be payable on the stated maturity
date. In each of these examples it is assumed that SanDisk Corporation does not
pay any cash dividends on its shares of common stock during the term of the
YEELDS. In each of these examples, it is assumed that the initial value is
$78.84, the equity cap price is $78.84 and the trigger price is $55.188.

EXAMPLE 1. ASSUMING THE SETTLEMENT VALUE IS $60.00 AND THE ADJUSTED INTRADAY
PRICE OF THE INDEX STOCK MULTIPLIED BY THE MULTIPLIER THEN IN EFFECT WAS AT OR
ABOVE THE TRIGGER PRICE ON ALL SCHEDULED TRADING DAYS DURING THE MEASUREMENT
PERIOD:

As a result, because (i) the settlement value of $60.00 is less than $78.84 and
(ii) the adjusted intraday price of the index stock multiplied by the multiplier
then in effect was at or above $55.188 on all scheduled trading days during the
measurement period, on the stated maturity date, you would receive $78.84 per
YEELDS, plus accrued but unpaid coupon payments.


In the case of stock settlement in this example, you would receive on the stated
maturity date the number of shares of the index stock and cash having a value on
the valuation date equal to $78.84 per YEELDS, plus accrued but unpaid coupon
payments. Accordingly, you would receive on the stated maturity date if you held
one YEELDS, one share of index stock and $18.84 in cash, plus accrued but unpaid
coupon payments. To the extent that you hold more than one YEELDS, the
calculations of cash payments in lieu of fractional shares would be made on an
aggregate, rather than on a per YEELDS, basis. For example, if you held 761,000
YEELDS, you would receive on the stated maturity date, in total, 999,954 shares
of index stock, plus accrued but unpaid coupon payments.

EXAMPLE 2. ASSUMING THE SETTLEMENT VALUE IS $60.00 AND THE ADJUSTED INTRADAY
PRICE OF THE INDEX STOCK MULTIPLIED BY THE MULTIPLIER THEN IN EFFECT FELL BELOW
THE TRIGGER PRICE ON A SCHEDULED TRADING DAY DURING THE MEASUREMENT PERIOD:

As a result, because (i) the settlement value of $60.00 is less than $78.84 and
(ii) the adjusted intraday price of the index stock multiplied by the multiplier
then in effect fell below $55.188 on a scheduled trading day during the
measurement period, on the stated maturity date, you would receive $60.00 per
YEELDS, plus accrued but unpaid coupon payments.

In the case of stock settlement in this example, you would receive on the stated
maturity date a number of shares of the index stock and cash having a value on
the valuation date equal to $60.00 per YEELDS, plus accrued but unpaid coupon
payments. Accordingly, you would receive on the stated maturity date if you held
one YEELDS, one share of index stock, plus accrued but unpaid coupon payments.
If you held 761,000 YEELDS, you would receive on the stated maturity date, in
total, 761,000 shares of index stock, plus accrued but unpaid coupon payments.

EXAMPLE 3. ASSUMING THE SETTLEMENT VALUE IS $100.00:

As a result, because $78.84 is less than the settlement value of $100.00, on the
stated maturity date, you would receive $78.84 per YEELDS, plus accrued but
unpaid coupon payments. Because the equity cap price is equal to the initial
value of the notes, you will never receive more than the principal amount per
note on the stated maturity date.

In the case of stock settlement in this example, you would receive on the stated
maturity date a number of shares of the index stock and cash having a value on
the valuation date equal to $78.84 per YEELDS, plus accrued but unpaid coupon
payments. Accordingly, you would receive on the stated maturity date if you held
one YEELDS, $78.84 in cash, plus accrued but unpaid coupon payments. To the
extent that you hold more than one YEELDS, the calculations of cash payments in
lieu of fractional shares would be made on an aggregate, rather than on a per
YEELDS, basis. For example, if you held 761,000 YEELDS, you would receive on the
stated maturity date in total, 599,972 shares of index stock and $40.00 in cash,
plus accrued but unpaid coupon payments.

To the extent the actual settlement value, initial value, equity cap price or
trigger price differs from


                                      PS-3




the values assumed above or that SanDisk Corporation begins to pay cash
dividends, the results indicated above would be different.




                                      PS-4

                       INDEX STOCK ISSUER AND INDEX STOCK

SANDISK CORPORATION

Lehman Brothers Holdings has obtained the following information regarding
SanDisk Corporation from SanDisk Corporation's reports filed with the SEC.

SanDisk Corporation designs, develops and markets flash storage devices used in
a wide variety of consumer electronics products. Flash storage allows data to be
stored in a compact format that retains the data for an extended period of time
after the power has been turned off. SanDisk Corporation's flash storage card
products enable mass-market adoption of digital cameras, feature phones, MP3
players and other digital consumer devices. SanDisk Corporation's products
include flash cards, Universal Serial Bus, or USB, flash drives and digital
audio players.

The index stock is registered under the Securities Exchange Act of 1934.
Companies with securities registered under that Act are required to file
periodically certain financial and other information specified by the SEC.
Information provided to or filed with the SEC can be inspected and copied at the
public reference facilities maintained by the SEC or through the SEC's website
described under "Where You Can Find More Information" on page 58 of the
accompanying base prospectus. In addition, information regarding the index stock
issuer may be obtained from other sources including, but not limited to, press
releases, newspaper articles and other publicly disseminated documents.

HISTORICAL INFORMATION ABOUT THE INDEX STOCK

The shares of common stock of SanDisk Corporation are quoted on The NASDAQ Stock
Market under the symbol "SNDK".

The following table presents the high and low closing prices for the shares of
common stock of SanDisk Corporation, as quoted on The NASDAQ Stock Market during
each fiscal quarter in 2002, 2003, 2004, 2005 and 2006 (through the business day
immediately prior to the date of this preliminary pricing supplement), and the
closing price at the end of each quarter in 2002, 2003, 2004, 2005 and 2006
(through the business day immediately prior to the date of this preliminary
pricing supplement).

It is impossible to predict whether the price of the index stock will rise or
fall. The historical prices of the index stock are not indications of future
performance. Lehman Brothers Holdings cannot assure you that the prices of the
index stock will remain at, or increase above, the initial value; accordingly,
there can be no assurance that the payment you receive at maturity will equal or
exceed the principal amount. The historical prices below have been adjusted to
reflect any stock splits or reverse stock splits.

All information in the table that follows was obtained from Bloomberg L.P.,
without independent verification.


                                      PS-5


                                       HIGH        LOW   PERIOD END
                                       ----        ---   ----------
2002
       First Quarter............    $  10.85  $    6.41  $   10.85
       Second Quarter...........       11.53       4.88       6.20
       Third Quarter............        8.70       5.83       6.56
       Fourth Quarter...........       14.00       6.03      10.15
2003
       First Quarter............    $  11.80  $    7.58  $    8.41
       Second Quarter...........       20.60       8.29      20.29
       Third Quarter............       33.38      20.81      31.86
       Fourth Quarter...........       42.50      27.63      30.60
2004
       First Quarter............    $  36.23  $   23.75  $   28.36
       Second Quarter...........       32.67      20.11      21.69
       Third Quarter............       29.12      19.61      29.12
       Fourth Quarter...........       31.42      19.74      24.97
2005
       First Quarter............    $  28.09  $   21.45  $   27.80
       Second Quarter...........       28.75      23.70      23.73
       Third Quarter............       48.24      23.64      48.24
       Fourth Quarter...........       65.14      46.38      62.82
2006
       First Quarter (through
       01/11/06)                    $  77.11  $   67.70  $   76.26


                                      PS-6




                              HYPOTHETICAL RETURNS

The tables below illustrate, for a range of hypothetical settlement values on
the valuation date, in each case assuming that (a) the investment is held from
the date on which the YEELDS are first issued until the stated maturity date,
(b) SanDisk Corporation does not pay any cash dividends on its shares of common
stock during the term of the YEELDS, (c) the initial value is $78.84, (d) the
equity cap price is $78.84 and (e) the trigger price is $55.188:

o    the percentage change from the issue price to the hypothetical settlement
     value on the valuation date;

o    the total coupon payments paid or payable on or before the stated maturity
     date per YEELDS;

o    the hypothetical total amount payable per YEELDS on the stated maturity
     date;

o    the hypothetical total annualized yield on the YEELDS on the stated
     maturity date; and

o    the hypothetical total annualized yield from direct ownership of the index
     stock.

The hypothetical results illustrated in the first table assume that the adjusted
intraday price of the index stock multiplied by the multiplier then in effect is
at or above the trigger price on all scheduled trading days during the
measurement period. Those in the second table assume that the adjusted intraday
price of the index stock multiplied by the multiplier then in effect has fallen
below the trigger price on any scheduled trading day during the measurement
period.

TABLE 1: ADJUSTED INTRADAY PRICE MULTIPLIED BY THE MULTIPLIER THEN IN EFFECT IS
AT OR ABOVE THE TRIGGER PRICE ON ALL SCHEDULED TRADING DAYS DURING THE
MEASUREMENT PERIOD.


                Percentage change from       Total coupon
 Hypothetical       $78.84 to the          payments paid or      Hypothetical amount    Hypothetical total       Hypothetical total
  settlement    hypothetical settlement  payable on or before  payable on the stated  annualized yield on the  annualized yield from
 value on the   value on the valuation    the stated maturity     maturity date per     notes at the stated      direct ownership of
valuation date           date               date per YEELD            YEELDS(1)          maturity date(2)           common stocks

   $63.0720              -20%                  $11.1164               $78.8400                 31.3%                   -36.0%
   $70.9560              -10%                  $11.1164               $78.8400                 31.3%                   -19.0%
   $78.8400               0%                   $11.1164               $78.8400                 31.3%                    0.0%
   $86.7240               10%                  $11.1164               $78.8400                 31.3%                    21.0%
   $94.6080               20%                  $11.1164               $78.8400                 31.3%                    44.0%
  $102.4920               30%                  $11.1164               $78.8400                 31.3%                    69.0%
  $110.3760               40%                  $11.1164               $78.8400                 31.3%                    96.0%


-----------------------

(1) Excludes accrued but unpaid coupon payments payable on the stated maturity
    date.
(2) The hypothetical total annualized yield on the stated maturity date
    represents the coupon rate per year used in determining the present values,
    discounted to the original issue date (computed on the basis of a 360-day
    year of twelve 30-day months compounded annually), of all payments made or
    to be made on the YEELDS, including the amount payable on the stated
    maturity date and all coupon payments through the stated maturity date, the
    sum of these present values being equal to the original issue price.



                                      PS-7



TABLE 2: ADJUSTED INTRADAY PRICE MULTIPLIED BY THE MULTIPLIER THEN IN EFFECT HAS
FALLEN BELOW THE TRIGGER PRICE ON ANY SCHEDULED TRADING DAY DURING THE
MEASUREMENT PERIOD.



                Percentage change from      Total coupon
 Hypothetical        $78.84 to the         payments paid or     Hypothetical amount      Hypothetical total      Hypothetical total
  settlement    hypothetical settlement  payable on or before  payable on the stated  annualized yield on the  annualized yield from
 value on the    value on the valuation  the stated maturity     maturity date per      notes at the stated     direct ownership of
valuation date            date              date per YEELD           YEELDS(1)            maturity date(2)         common stocks

   $47.3040               -40%                 $11.1164               $47.3040                 -46.6%                  -64.0%
   $55.1880               -30%                 $11.1164               $55.1880                 -30.3%                  -51.0%
   $63.0720               -20%                 $11.1164               $63.0720                 -11.9%                  -36.0%
   $70.9560               -10%                 $11.1164               $70.9560                   8.7%                  -19.0%
   $78.8400                0%                  $11.1164               $78.8400                  31.3%                    0.0%
   $86.7240                10%                 $11.1164               $78.8400                  31.3%                   21.0%
   $94.6080                20%                 $11.1164               $78.8400                  31.3%                   44.0%
  $102.4920                30%                 $11.1164               $78.8400                  31.3%                   69.0%
  $110.3760                40%                 $11.1164               $78.8400                  31.3%                   96.0%


-----------------------

(1) Excludes accrued but unpaid coupon payments payable on the stated maturity
    date.
(2) The hypothetical total annualized yield on the stated maturity date
    represents the coupon rate per year used in determining the present values,
    discounted to the original issue date (computed on the basis of a 360-day
    year of twelve 30-day months compounded annually), of all payments made or
    to be made on the YEELDS, including the amount payable on the stated
    maturity date and all coupon payments through the stated maturity date, the
    sum of these present values being equal to the original issue price.



The above figures are for purposes of illustration only. The actual amount
received by investors and the resulting total and pre-tax rates of return will
depend entirely on the actual settlement value determined by the calculation
agent. In particular, the actual settlement value could be lower or higher than
those reflected in the tables.


You should compare the features of the YEELDS to other available investments
before deciding to purchase the YEELDS. Due to the uncertainty concerning the
settlement value on the valuation date, the return on investment with respect to
the YEELDS may be higher or lower than the return available on other securities
issued by Lehman Brothers Holdings or by others. You should reach an investment
decision only after carefully considering the suitability of the YEELDS in light
of your particular circumstances.


                                      PS-8




                        SUPPLEMENTAL PLAN OF DISTRIBUTION

Lehman Brothers Holdings has agreed to sell to Lehman Brothers Inc. and Lehman
Brothers Inc. has agreed to purchase, all of the YEELDS at the price indicated
on the cover of the pricing supplement.

Lehman Brothers Holdings has agreed to indemnify Lehman Brothers Inc. against
liabilities, including liabilities under the Securities Act of 1933, as amended,
or to contribute to payments that Lehman Brothers Inc. may be required to make
relating to these liabilities as described in the MTN prospectus supplement and
the base prospectus.

Lehman Brothers Inc. will offer the YEELDS initially at a public offering price
equal to the issue price set forth on the cover of the pricing supplement. After
the initial public offering, the public offering price may from time to time be
varied by Lehman Brothers Inc.

Lehman Brothers Holdings has granted to Lehman Brothers Inc. an option to
purchase, at any time within 13 days of the original issuance of the YEELDS, up
to [    ] additional YEELDS solely to cover over-allotments. To the extent
that the option is exercised, Lehman Brothers Inc. will be committed, subject to
certain conditions, to purchase the additional YEELDS. If this option is
exercised in full, the total public offering price, the underwriting discount
and proceeds to Lehman Brothers Holdings would be approximately $[    ], $[    ]
and $[    ], respectively.

Lehman Brothers Holdings expects to deliver the YEELDS against payment on or
about January 20, 2006, which is the fifth business day following the date of
the pricing supplement.

Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally
are required to settle in three business days, unless the parties to any such
trade expressly agree otherwise. Accordingly, if any purchaser wishes to trade
the YEELDS on the date of this preliminary pricing supplement, it will be
required, by virtue of the fact that the YEELDS initially will settle on the
fifth business day following the date of the pricing supplement, to specify an
alternate settlement cycle at the time of any such trade to prevent a failed
settlement.

An affiliate of Lehman Brothers Holdings will enter into a swap transaction in
connection with the notes and will receive customary compensation for that
transaction.




                                      PS-9




                               [     ] YEELDS(R)


                          LEHMAN BROTHERS HOLDINGS INC.
                           MEDIUM-TERM NOTES, SERIES H


      28.2% YIELD ENHANCED EQUITY LINKED DEBT SECURITIES DUE JULY 20, 2006
          PERFORMANCE LINKED TO SANDISK CORPORATION (SNDK) COMMON STOCK



                             ----------------------


                         PRELIMINARY PRICING SUPPLEMENT
                                JANUARY 12, 2006

                        (INCLUDING PROSPECTUS SUPPLEMENT
                               DATED MAY 18, 2005,

                              PROSPECTUS SUPPLEMENT
                             DATED MAY 18, 2005 AND

                                   PROSPECTUS
                               DATED MAY 18, 2005)

                             ----------------------

                                 LEHMAN BROTHERS