424B3 1 a06-13276_10424b3.htm PROSPECTUS FILED PURSUANT TO RULE 424(B)(3)

 

Rule 424(b)(3)
Registration No. 333-134553

PRICING SUPPLEMENT NO. 6
(To prospectus dated May 30, 2006 and prospectus supplement dated May 30, 2006)

U.S.$3,500,000
LEHMAN BROTHERS HOLDINGS INC.

MEDIUM-TERM NOTES, SERIES I

Principal Protected Global Cash Basket FX-Linked Notes

Due December 27, 2007

Because these notes are part of a series of Lehman Brothers Holdings’ debt securities called Medium-Term Notes, Series I, this pricing supplement should also be read with the accompanying prospectus supplement, dated May 30, 2006 (the “MTN prospectus supplement”) and the accompanying prospectus dated May 30, 2006 (the “base prospectus”). Terms used here have the meanings given to them in the MTN prospectus supplement or the base prospectus, unless the context requires otherwise.

General:

·                     Senior unsecured obligations of Lehman Brothers Holdings Inc.

·                  CUSIP: 52517PJ93

·                  ISIN: US52517PJ934

·                  Basket: The Basket will be comprised of seven currencies (each a “Reference Currency” and collectively the “Reference Currencies”). The Reference Currencies are as follows: Canadian Dollar (CAD), Chinese Renminbi (CNY), Euro (EUR), Japanese Yen (JPY), Mexican Peso (MXN), Singapore Dollar (SGD) and the U.S. Dollar (USD). Each of the CAD, CNY, EUR, JPY, MXN and SGD makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of 20%, 20%, 15%, 20%, 15% and 10%, respectively. The USD makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of -100%.

·                  Maturity Date:  December 27, 2007.

·                  Full principal protection if the notes are held to maturity.

·                  Denominations: U.S.$1,000 and whole multiples of U.S.$1,000.

Payments:

·                  No interest payments during the term of the notes.

·                  Each note will receive a single U.S. Dollar cash payment on the Maturity Date equal to the principal amount of the note plus the Additional Amount, if any, which payment is linked to the Basket Value.

·                     For each U.S.$1 of principal amount, the Additional Amount is equal to (subject to the occurrence of a Disruption Event) the greater of (i) zero and (ii) 131% times the Basket Value, as described below.

·                     Basket Value: The sum of the Reference Currency Quotients.

·                  Reference Currency Quotient: For each Reference Currency, a quotient, the numerator of which is the Initial Reference Currency Amount for such Reference Currency and the denominator of which is the Settlement Rate for such Reference Currency.

·                  Initial Reference Currency Amounts:

Reference Currency

 

Initial Reference
Currency Amount

 

 

CAD

 

0.22312

 

 

CNY

 

1.60058

 

 

EUR

 

0.11928

 

 

JPY

 

22.98600

 

 

MXN

 

1.72350

 

 

SGD

 

0.15936

 

 

USD

 

-1.00000

 

 

·                  Settlement Rate: For each Reference Currency, the Reference Exchange Rate for such Reference Currency on December 19, 2007, observed as per the Settlement Rate Option (subject to the occurrence of a Price Source Unavailability Event).

·                  Reference Exchange Rates: The spot exchange rates for each of the Reference Currencies quoted against the U.S. Dollar expressed as the number of currency units per USD 1.

Investing in the notes involves risks. Risk Factors begin on page S-4 of the MTN prospectus supplement.

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

 

Per Note

 

Total

 

Public offering price

 

100%

 

U.S.$3,500,000

 

Underwriting discount

 

0%

 

U.S.$0

 

Proceeds to Lehman Brothers Holdings

 

100%

 

U.S.$3,500,000

 

 

The notes are expected to be ready for delivery in book-entry form only through The Depository Trust Company on or about June 26, 2006.


Lehman Brothers Inc., a wholly owned subsidiary of Lehman Brothers Holdings, makes a market in Lehman Brothers Holdings’ securities. It may act as principal or agent in, and this pricing supplement may be used in connection with, those transactions. Any such sales will be made at varying prices related to prevailing market prices at the time of sale.


LEHMAN BROTHERS

June 20, 2006




SUMMARY INFORMATION — Q&A

This summary highlights selected information from this pricing supplement, the MTN prospectus supplement and the base prospectus to help you understand the notes. You should carefully read this pricing supplement, the MTN prospectus supplement and the base prospectus to understand fully the terms of the notes and the tax and other considerations that are important to you in making a decision about whether to invest in the notes. You should pay special attention to the “Risk Factors” section beginning on page S-4 of the MTN prospectus supplement to determine whether an investment in the notes is appropriate for you.

What are the notes?

The notes will be a series of our senior debt that are linked to a basket (the “Basket”) that measures the performance of the Canadian Dollar (CAD), Chinese Renminbi (CNY), Euro (EUR), Japanese Yen (JPY), Mexican Peso (MXN) and the Singapore Dollar (SGD) relative to the U.S. Dollar (USD). We refer to CAD, CNY, EUR, JPY, MXN, SGD and USD as the Reference Currencies. Each of the CAD, CNY, EUR, JPY, MXN and SGD makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of 20%, 20%, 15%, 20%, 15% and 10%, respectively. The USD makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of -100% The notes will rank equally with all other unsecured debt of Lehman Brothers Holdings, except subordinated debt, and will mature on December 27, 2007 (or if such day is not a business day, the next succeeding business day).

What payments will I receive on the notes before maturity?

None. Unlike ordinary debt securities, the notes do not pay interest and do not guarantee any return on principal at maturity.

What will I receive if I hold the notes until the stated maturity date?

Lehman Brothers Holdings has designed this type of note for investors who want to protect their investment by receiving at least the principal amount of their investment at maturity and who also want to participate in a possible increase in the value of the Reference Currencies relative to the U.S. Dollar. At maturity, you will receive a payment per U.S.$1 of principal amount of your note, equal to the sum of:

·                  U.S.$1; and

·                  the Additional Amount, if any.

As a result, if you hold the notes until maturity, you will not receive less than the principal amount.

How will the Additional Amount be calculated?

The Additional Amount per U.S.$1 of principal amount will be equal to (subject to the occurrence of Disruption Event, as defined in “Description of the Notes” on page PS-6 below) the greater of (i) zero and (ii) 131% times the Basket Value.

The Basket Value is the sum of the Reference Currency Quotients. The Reference Currency Quotient for each Reference Currency is a quotient, the numerator of which is the Initial Reference Currency Amount for such Reference Currency and the denominator of which is the Settlement Rate for such Reference Currency.

The Initial Reference Currency Amount for each Reference Currency is as follows:

Reference Currency

 

Initial Reference Currency Amount

CAD

 

0.22312

CNY

 

1.60058

EUR

 

0.11928

JPY

 

22.98600

MXN

 

1.72350

SGD

 

0.15936

USD

 

-1.00000

 

The Settlement Rate for each Reference Currency is the Reference Exchange Rate for such Reference Currency on the Valuation Date, observed in accordance with the Settlement Rate Option (subject to the occurrence of a Price Source Unavailability Event, as defined in “Description of the Notes” on page PS-6 below).

The Valuation Date is December 19, 2007.

The Reference Exchange Rates are the spot exchange rates for each of the Reference Currencies quoted against the U.S. Dollar expressed as the number of currency units per USD 1.

You can review the historical performance of the Canadian Dollar, Chinese Renminbi, Euro, Japanese Yen , Mexican Peso and the Singapore Dollar, as well as the hypothetical historical performance of the Basket, under “Exchange Rates”.

For further information concerning the calculation of the Additional Amount as well as the Additional Amount payable if a Disruption Event occurs, see

PS-2




 

“Description of the Notes” and “What happens in the event of a Disruption Event” below.

How will I be able to find the value of the Basket at any point in time?

You can obtain the level of the Basket Value at any time by calling your Lehman Brothers sales representative.

Are there any risks associated with my investment?

Yes, the notes will be subject to a number of risks. See “Risk Factors” beginning on page S-4 of the MTN prospectus supplement.

What about taxes?

We intend to treat the notes as contingent payment debt instruments, as described under “Supplemental United States Federal Income Tax Consequences—Contingent Payment Debt Instruments” in the MTN prospectus supplement.

What happens in the event of a Disruption Event?

If the calculation agent determines that a Disruption Event has occurred on any day during the term of the notes, the calculation agent will determine the Additional Amount payable on the Maturity Date in good faith and in a commercially reasonable manner. See “Description of the Notes” on page PS-6 below.

What happens in the event of a Price Source Unavailability Event?

If the calculation agent determines that a Price Source Unavailability Event has occurred for a Reference Currency on the Valuation Date the Settlement Rate for the affected Reference Currency will be determined in accordance with the Fallback Rate Observation Methodology (as defined in the MTN prospectus supplement under the caption “Description of the Notes”).

Who is Lehman Brothers Holdings?

Lehman Brothers Holdings Inc. and its subsidiaries (collectively, “Lehman Brothers Holdings”), an innovator in global finance, serves the financial needs of corporations, governments and municipalities, institutional clients and individuals worldwide. Lehman Brothers Holdings’ global headquarters in New York and regional headquarters in London and Tokyo are complemented by offices in additional locations in North America, Europe, the Middle East, Latin America and the Asia Pacific region. See “Prospectus Summary — Lehman Brothers Holdings Inc.” and “Where You Can Find More Information” on pages 1 and 58, respectively, of the base prospectus.

You may request a copy of any document Lehman Brothers Holdings files with the Securities and Exchange Commission, or the SEC, pursuant to the Securities and Exchange Act of 1934, at no cost, by writing or telephoning Lehman Brothers Holdings at the address set forth under the caption “Where You Can Find More Information” in the base prospectus.

What is the role of Lehman Brothers Inc.?

Lehman Brothers Inc., a subsidiary of Lehman Brothers Holdings, will be the calculation agent for purposes of determining whether the Additional Amount is payable on the Maturity Date, as well as determining whether a Disruption Event has occurred. Potential conflicts of interest may exist between Lehman Brothers Inc. and you as a beneficial owner of the notes. See “Risk Factors— An affiliate of ours may act as calculation agent on the notes, creating a potential conflict of interest between you and us” in the MTN prospectus supplement and “Description of the Notes” below.

Can you tell me more about the effect of hedging activity by Lehman Brothers Holdings?

We expect to hedge our obligations under the notes through one or more of our affiliates. This hedging activity will likely involve trading in the Reference Currencies or in other instruments, such as options, swaps or futures, based on the Reference Currencies. This hedging activity could adversely affect the price at which your notes will trade in the secondary market. Moreover, this hedging activity may result in us or our affiliates receiving a profit, even if the market value of the notes declines. See “Risk Factors—Certain of our activities may adversely affect the value of the notes” in the MTN prospectus supplement.

In what form will the notes be issued?

The notes of each series will be represented by one or more global securities that will be deposited with and registered in the name of The Depository Trust Company or its nominee. Except in very limited circumstances you will not receive a certificate for your notes.

Will the notes be listed on a stock exchange?

No, the notes will not be listed on a stock exchange.

After the initial offering of the notes, Lehman Brothers Inc. intends to make a market in the notes and may stabilize or maintain the market price of the notes during the initial distribution of the notes.

PS-3




 

However, Lehman Brothers Inc. will not be obligated to engage in any of these market activities or to continue them once they are begun. No assurance can be given as to the liquidity of the trading market for the notes.

PS-4




DESCRIPTION OF THE NOTES

The U.S.$3,500,000 aggregate principal amount of Principal Protected Global Cash Basket FX-Linked Notes Due December 27, 2007 offered hereby are Medium-Term Notes, Series I, of Lehman Brothers Holdings Inc. The CUSIP number for the notes is 52517PJ93 and the ISIN number is US52517PJ934. The notes will be issued in book-entry form only, and will be eligible for transfer through the facilities of DTC or any successor depository. See “Book-Entry Procedures and Settlement” in the base prospectus.

The notes will be issued in minimum denominations of U.S.$1,000 and in integral multiples of U.S.$1,000 in excess thereof, and will have a stated “Maturity Date” of December 27, 2007, or if such day is not a New York business day, on the next following New York business day.

The notes are offered as foreign exchange-linked notes with portions of the amount payable at the Maturity Date indexed to the spot exchange rates of a basket of seven currencies consisting of the Canadian Dollar (CAD), Chinese Renminbi (CNY), Euro (EUR), Japanese Yen (JPY), Mexican Peso (MXN), Singapore Dollar (SGD) and the U.S. Dollar (USD) (together, the “Reference Currencies”). Each of the CAD, CNY, EUR, JPY, MXN and SGD makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of 20%, 20%, 15%, 20%, 15% and 10%, respectively. The USD makes up a portion of the Basket with a weighting, on the date of the pricing supplement, of -100%.

Holders of the notes will receive on the Maturity Date a single payment in U.S. Dollars in an amount equal to the Redemption Amount as described below. No interest will accrue during the term of the notes and no interest will be payable on the Maturity Date except in the event that the Redemption Amount is not paid when due, as described below.

The “Valuation Date” is December 19, 2007.

The “Redemption Amount” for each note will be an amount equal to the sum of the principal amount of each note plus the Additional Amount. The Additional Amount is linked to the Basket Value, which in turn is based on the spot exchange rates of the Reference Currencies relative to the U.S. Dollar. Holders of the notes will receive on the Maturity Date an amount equal to not less than the principal amount of each note notwithstanding a depreciation of the Reference Currencies as compared to the U.S. Dollar.

The “Additional Amount” per U.S.$1 of principal amount of each note will be (subject to the occurrence of a Disruption Event) the greater of (i) zero and (ii) the Leverage times the Basket Value. The “Basket Value” is the sum of the Reference Currency Quotients. The “Reference Currency Quotient” is, for each Reference Currency, a quotient, the numerator of which is the Initial Reference Currency Amount for such Reference Currency and the denominator of which is the Settlement Rate for such Reference Currency.

The “Leverage” is 131%.

The “Initial Reference Currency Amount” of each Reference Currency is as follows:

Reference
Currency

 

Initial
Reference
Currency
Rate

 

Weighting

 

Initial
Reference
Currency
Amount

 

CAD

 

1.1156

 

20.0%

 

0.22312

 

CNY

 

8.0029

 

20.0%

 

1.60058

 

EUR

 

0.79523

 

15.0%

 

0.11928

 

JPY

 

114.9300

 

20.0%

 

22.98600

 

MXN

 

11.4900

 

15.0%

 

1.72350

 

SGD

 

1.5936

 

10.0%

 

0.15936

 

USD

 

1.0000

 

-100%

 

-1.0000

 

 

The “Initial Reference Currency Rate” for each Reference Currency is the Reference Exchange Rate for that Reference Currency determined by the Calculation Agent on the date of this pricing supplement.

The “Initial Reference Currency Amount” for each Reference Currency is the product of the weighting for such Reference Currency times the Initial Reference Currency Rate for such Reference Currency.

The “Settlement Rate” for each Reference Currency is the Reference Exchange Rate on the Valuation Date, observed as per the Settlement Rate Option (subject to the occurrence of a Price Source Unavailability Event).

The “Reference Exchange Rates” are the spot exchange rates for each of the Reference Currencies quoted against the U.S. Dollar expressed as number of currency units per USD 1.

PS-5




 

The “Settlement Rate Option” for each Reference Currency (other than the USD) is as follows:

Reference
Currency

 

Screen Reference

 

Valuation
Business Day

CAD

 

1FED

 

      New York

CNY

 

SAEC

 

      Beijing

EUR

 

One divided by spot rate on 1FED

 

      New York

JPY

 

1FED

 

      New York

MXN

 

USDMXNFIX=

 

      Mexico City

SGD

 

ABSIRFIX01

 

      Singapore

 

For further information concerning the Settlement Rate Option and Valuation Business Day, see “Description of the Notes—Currency-Indexed Notes” in, and Appendix A to, the MTN prospectus supplement.

A “Disruption Event” means any of the following events (other than a Price Source Unavailability Event), as determined in good faith by the Calculation Agent:

(A)      the occurrence and/or existence of an event on any day that has the effect of preventing or making impossible the delivery of USD from accounts inside the country for which a Reference Currency is the lawful currency (such jurisdiction with respect to such Reference Currency, the “Reference Currency Jurisdiction”) to accounts outside that Reference Currency Jurisdiction;

(B)        the occurrence of any event causing the Reference Exchange Rate for any Reference Currency to be split into dual or multiple currency exchange rates; or

(C)        the occurrence and/or existence of any event (other than those set forth in (A) or (B) above or those constituting a Price Source Unavailability Event) with respect to any Reference Currency that prevents or makes impossible (x) the Calculation Agent’s ability to calculate the Additional Amount, (y) the fulfilment of our obligations under the notes, or (z) our ability or the ability of any of our affiliates through which we hedge our position under the notes to hedge such position or to unwind all or a material portion of such hedge.

Upon the occurrence of a Price Source Unavailability Event with respect to a Reference Currency, the Settlement Rate for the affected Reference Currency will be determined in accordance with the Fallback Rate Observation Methodology (as defined under “Description of the Notes—Currency-Indexed Notes” in the MTN prospectus supplement).

A “Price Source Unavailability Event” means, as determined in good faith by the Calculation Agent, the Settlement Rate being unavailable for a Reference Currency, or the occurrence of an event (other than an event constituting a Disruption Event) that generally makes it impossible to obtain the Settlement Rate for a Reference Currency, on the relevant Valuation Date.

The notes are not subject to redemption at our option or to repayment at the option of the Holders of the notes prior to the Maturity Date.

In case an event of default (as described in the base prospectus) with respect to any note shall have occurred and be continuing, the amount declared due and payable upon any acceleration of the notes will be determined by the Calculation Agent and will equal, for each note, the Redemption Amount, calculated as though the maturity of the notes were the date of early repayment. If a bankruptcy proceeding is commenced in respect of Lehman Brothers Holdings, the claim of the beneficial owner of a note will be capped at the Redemption Amount calculated as though the maturity date of the notes were the date of the commencement of the proceeding.

Any overdue payment in respect of the Redemption Amount of any note on the Maturity Date will bear interest until the date upon which all sums due in respect of such note are received by or on behalf of the relevant Holder, at the rate per annum that is the rate for deposits in U.S. Dollars for a period of six months that appears on the Reuters Screen LIBOR page as of 11:00 a.m. (London time) on the first London business day following such failure to pay. Such rate will be determined by the Calculation Agent. If interest is calculated for a period of less than one year, it will be calculated on the basis of a 360-day year consisting of 12 months of 30 days each, and, in the case of an incomplete month, the number of days elapsed.

PS-6




 

EXCHANGE RATES

General

The notes are designed to allow investors to participate in spot exchange rate movements of the Reference Currencies, as reflected by the changes in the U.S. Dollar value of each Reference Currency. The Reference Currencies consist of Canadian Dollar, Chinese Renminbi, Euro, Japanese Yen, Mexican Peso and the Singapore Dollar, each of which makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of 20%, 20%, 15%, 20%, 15% and 10%, respectively. The U.S. Dollar makes up a portion of the Basket with a weighting, on the date of this pricing supplement, of -100%.

Historical Data on the Reference Currencies

The following charts show the weekly spot exchange rates for each Reference Currency (other than the U.S. Dollar) in the period from the week ending June 15, 2003 through the week ending June 18, 2006, using historical data obtained from Reuters. The spot exchange rates are expressed as the amount of U.S. Dollars per Reference Currency to show the appreciation or depreciation, as the case may be, of the Reference Currency against the U.S. Dollar. The spot exchange rates used to calculate the Basket Value are expressed as the amount of Reference Currency per U.S. Dollar, which are the inverse of the spot exchange rates presented in the following charts. The historical data on each Reference Currency is not necessarily indicative of the future performance of the Reference Currencies, the Basket Value or what the value of the notes may be. Fluctuations in exchange rates make it difficult to predict whether the Additional Amount will be payable at maturity. Historical exchange rate fluctuations may be greater or lesser than those experienced by the holders of the notes.

PS-7




 

PS-8




 

PS-9




 

The following chart shows the hypothetical Basket Value based on the hypothetical composite performance of the Reference Currencies using weekly data for the Reference Currencies obtained from Reuters. The Basket Value was indexed to a level of 0.0 on the date hereof based upon the Initial Reference Currency Rates determined on the date hereof. The composite value of the Reference Currencies on any prior day was obtained by using the calculation of the Basket Value described above in “Description of the Notes”. Spot exchange rates used in this determination are expressed as the number of units of Reference Currency per U.S. Dollar.

PS-10




 

 

PS-11




Hypothetical Additional Amount Payment Examples

The following payment examples for this note show scenarios under which the Additional Amount will be payable on the notes, based on a Leverage of 131% and values for the Initial Reference Currency Rates (determined on the date hereof) and hypothetical values for the Settlement Rates (which are determined on the Valuation Date), and the resulting Basket Value. The Settlement Rate values have been chosen arbitrarily for the purpose of this example, are not associated with Lehman Brothers Research forecasts for any Reference Currency/USD exchange rates and should not be taken as indicative of the future performance of any Reference Currency/USD exchange rate.

Example 1: CAD, CNY, EUR, JPY, MXN, and SGD each appreciate relative to their Initial Reference Currency Rates, resulting in a Basket Value greater than zero.

 

Reference Currency

 

 

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Initial Reference
Currency Amount

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Initial Reference
Currency Amount
Divided by
Hypothetical
Settlement Rate

 

CAD

 

1.11560

 

20.0000

%

0.22312

 

0.95942

 

0.23256

 

CNY

 

8.00290

 

20.0000

%

1.60058

 

7.04255

 

0.22727

 

EUR

 

0.79523

 

15.0000

%

0.11928

 

0.67594

 

0.17647

 

JPY

 

114.93000

 

20.0000

%

22.98600

 

103.43700

 

0.22222

 

MXN

 

11.49000

 

15.0000

%

1.72350

 

10.22610

 

0.16854

 

SGD

 

1.59360

 

10.0000

%

0.15936

 

1.33862

 

0.11905

 

USD

 

1.00000

 

-100.0000

%

-1.00000

 

1.00000

 

-1.00000

 

 

Basket Value =

 

0.14611

Leverage =

 

131

%

Additional Amount =

 

19.14

%

 

Basket Value is 0.14611, resulting in an Additional Amount equal to 19.14% of the principal amount of the notes

PS-12




Example 2: CAD, CNY, EUR, JPY, MXN, and SGD each depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Value less than zero.

Reference Currency

 

 

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Initial Reference
Currency Amount

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Initial Reference
Currency Amount
Divided by
Hypothetical
Settlement Rate

 

CAD

 

1.11560

 

20.0000

%

0.22312

 

1.17138

 

0.19048

 

CNY

 

8.00290

 

20.0000

%

1.60058

 

8.80319

 

0.18182

 

EUR

 

0.79523

 

15.0000

%

0.11928

 

0.90656

 

0.13158

 

JPY

 

114.93000

 

20.0000

%

22.98600

 

127.57230

 

0.18018

 

MXN

 

11.49000

 

15.0000

%

1.72350

 

12.63900

 

0.13636

 

SGD

 

1.59360

 

10.0000

%

0.15936

 

1.68922

 

0.09434

 

USD

 

1.00000

 

-100.0000

%

-1.00000

 

1.00000

 

-1.00000

 

 

Basket Value =

 

-0.08524

Leverage =

 

131

%

Additional Amount =

 

0.00

%

 

Basket Value is -0.08524, resulting in an Additional Amount equal to 0% of the principal amount of the notes

 

Example 3:  CAD, CNY, EUR and JPY appreciate relative to their Initial Reference Currency Rates and MXN and SGD  depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Value greater than zero.

Reference Currency

 

 

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Initial Reference
Currency Amount

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Initial Reference
Currency Amount
Divided by
Hypothetical
Settlement Rate

 

CAD

 

1.11560

 

20.0000

%

0.22312

 

0.95942

 

0.23256

 

CNY

 

8.00290

 

20.0000

%

1.60058

 

7.04255

 

0.22727

 

EUR

 

0.79523

 

15.0000

%

0.11928

 

0.67594

 

0.17647

 

JPY

 

114.93000

 

20.0000

%

22.98600

 

103.43700

 

0.22222

 

MXN

 

11.49000

 

15.0000

%

1.72350

 

12.63900

 

0.13636

 

SGD

 

1.59360

 

10.0000

%

0.15936

 

1.68922

 

0.09434

 

USD

 

1.00000

 

-100.0000

%

-1.00000

 

1.00000

 

-1.00000

 

 

Basket Value =

 

0.08922

Leverage =

 

131

%

Additional Amount =

 

11.69

%

 

Basket Value is 0.08922, resulting in an Additional Amount equal to 11.69% of the principal amount of the notes

PS-13




Example 4:  JPY, MXN, and SGD appreciate relative to their Initial Reference Currency Rates and CAD, CNY, and EUR depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Value less than zero.

Reference Currency

 

 

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Initial Reference
Currency Amount

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Initial Reference
Currency Amount
Divided by
Hypothetical
Settlement Rate

 

CAD

 

1.11560

 

20.0000

%

0.22312

 

1.28294

 

0.17391

 

CNY

 

8.00290

 

20.0000

%

1.60058

 

8.80319

 

0.18182

 

EUR

 

0.79523

 

15.0000

%

0.11928

 

0.89066

 

0.13393

 

JPY

 

114.93000

 

20.0000

%

22.98600

 

110.33280

 

0.20833

 

MXN

 

11.49000

 

15.0000

%

1.72350

 

10.91550

 

0.15789

 

SGD

 

1.59360

 

10.0000

%

0.15936

 

1.48205

 

0.10753

 

USD

 

1.00000

 

-100.0000

%

-1.00000

 

1.00000

 

-1.00000

 

 

Basket Value =

 

-0.03659

Leverage =

 

131

%

Additional Amount =

 

0.00

%

 

Basket Value is -0.03659, resulting in an Additional Amount equal to 0% of the principal amount of the notes

PS-14




CERTAIN UNITED STATES FEDERAL INCOME TAX CONSEQUENCES

We intend to treat the notes as contingent payment debt instruments, as described under “Supplemental United States Federal Income Tax Consequences—Contingent Payment Debt Instruments” in the MTN prospectus supplement.

PS-15




SUPPLEMENTAL PLAN OF DISTRIBUTION

We have agreed to sell to Lehman Brothers Inc. (the “Agent”), and the Agent has agreed to purchase from us, the principal amount of the notes at the price specified on the cover of this pricing supplement. The Agent is committed to take and pay for all of the notes, if any are taken.

The Agent proposes to offer the notes initially at a public offering price equal to the public offering price set forth on the cover of the pricing supplement. After the initial public offering, the public offering price and the selling terms may from time to time be varied by the Agent.

It is expected that delivery of the notes will be made against payment therefor more than three business days following the date of this pricing supplement. 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, purchasers who wish to trade the securities on any day prior to the third business day before the settlement date will be required to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement.

If the notes are sold in a market-making transaction after their initial sale, information about the purchase price and the date of the sale will be provided in a separate confirmation of sale.

PS-16




 

 

 

U.S.$3,500,000

 

LEHMAN BROTHERS HOLDINGS INC.

 

MEDIUM-TERM NOTES, SERIES I

 

Principal Protected Global Cash Basket FX-Linked Notes
Due December 27, 2007

 


 

PRICING SUPPLEMENT

 

JUNE 20, 2006

 

(INCLUDING PROSPECTUS SUPPLEMENT
DATED MAY 30, 2006 AND

PROSPECTUS

DATED MAY 30, 2006)

 


 

LEHMAN BROTHERS