Filed Pursuant to Rule 433
Registration No. 333-134553

FX Structured Note
(“Bullish THB Strategy”)	Preliminary Terms and Conditions
100% Principal-Protected	September 22, 2006
	Contact: +1 (212) 526 5641

Lehman Brothers Holdings Inc. has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the prospectus dated May 30, 2006, the prospectus supplement dated May 30, 2006 for its Medium Term Notes, Series I, and other documents Lehman Brothers Holdings Inc. has filed with the SEC for more complete information about Lehman Brothers Holdings Inc. and this offering. Buyers should rely upon the prospectus, prospectus supplement and any relevant free writing prospectus for complete details. You may get these documents and other documents Lehman Brothers Holdings Inc. has filed for free by searching the SEC online database (EDGAR®) at www.sec.gov, with “Lehman Brothers Holdings Inc.” as a search term. Alternatively, Lehman Brothers Inc. or any other dealer participating in the offering will arrange to send you the prospectus, prospectus supplement and final pricing supplement (when completed) if you request it by calling your Lehman Brothers sales representative, such other dealer or 1-888-603-5847.

Issuer		Lehman Brothers Holdings Inc. (A1, A+, A+)

Issue Size		[TBD]

Principal Protection		100%

Trade Date		[TBD]

Issue Date		Trade Date + [4] Business Days

Valuation Date		Maturity Date - [4] Valuation Business Daysprovided that, upon the occurrence of a Disruption Event, the Valuation Date may be postponed (as described under “Disruption Events” below).

Maturity Date		Issue Date + [1] Year

Reference Currency		Thai Baht (THB)

Reference Exchange Rate		The spot exchange rate for the Reference Currency quoted against the U.S. Dollar expressed as number of THB per USD 1.

Initial Rate		The Reference Exchange Rate on the Trade Date, observed in accordance with the Settlement Rate Option (Initial Rate on September 20, 2006 would have been 37.68)

Issue Price		100%

Leverage		[140-160%]

Redemption Amount		A single U.S. dollar payment on the Maturity Date equal to the Principal Protection * the principal amount of each note, plus the Additional Amount, if any

Additional Amount	The principal amount of the notes multiplied by:

	Leverage*		(	Initial Rate		)-1
			Settlement Rate

	provided that the minimum Additional Amount payable on the notes shall be zero.

Settlement Rate	The Reference Exchange Rate on the Valuation Date, observed in accordance with the Settlement Rate Option.

Settlement Rate Option and	Reference Currency				Screen Reference		Valuation Business Day
Valuation Business Day	THB				Bangkok		Bangkok

	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 prospectus supplement dated May 30, 2006 for the Issuer’s Medium Term Notes, Series I.

Business Day:	New York

Business Day Convention:	Following

Disruption Events:	If a Disruption Event is in effect on the Valuation Date, the Valuation Date will be postponed to, and the Calculation Agent will determine the Settlement Rate on, the first Valuation Business Day succeeding the Valuation Date on which no Disruption Event is occurring; provided that if a Disruption Event remains in effect on each of the three scheduled Valuation Business Days succeeding the Valuation Date or if such days are not but, in the good faith judgment of the Calculation Agent, should have been, Valuation Business Days, such third scheduled Valuation Business Day shall be deemed the Valuation Date and the Calculation Agent will determine the Settlement Rate on such day in accordance with “Fallback Rate Observation Methodology” (as defined under “Description of the Notes—Currency-Indexed Notes” in the prospectus supplement dated May 30, 2006, for the issuer’s Medium Term Notes, Series I)

	A “Disruption Event” means any of the following events, 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 (x) the conversion of the Reference Currency into USD through customary legal channels; or (y) the delivery of USD from accounts inside the country for which the 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 to be split into dual or multiple currency exchange rates;

	(C)	the Settlement Rate being unavailable on the Valuation Date, or the occurrence of an event (i) in the Reference Currency Jurisdiction that materially disrupts the market for the Reference Currency or (ii) that generally makes it impossible to obtain the Settlement Rate on the Valuation Date.

Calculation Agent		Lehman Brothers Inc.

Underwriter		Lehman Brothers Inc.

Identifier		ISIN: [TBD]
		CUSIP: [TBD]

Settlement System		DTC


Listing		Not Applicable

Denominations		USD 10,000 and whole multiples of USD 1,000

Issue Type		US MTN

Certain United States Federal Income Tax Consequences

Lehman Brothers Holdings Inc. expects that the notes will be treated as short-term debt securities as described under “United States Federal Income Tax Consequences—Debt Securities—Short-Term Debt Securities” in the prospectus dated May 30, 2006. No statutory, judicial or administrative authority directly addresses the treatment of such notes or instruments similar thereto for U.S. federal income tax purposes, and no ruling will be requested from the Internal Revenue Service with respect to the notes. As a result, certain aspects of the U.S. federal income tax consequences of an investment in such notes are uncertain. Any differing treatment could affect the amount, timing, and character of income with respect to the notes.

It is not clear to what extent holders required to accrue discount will be required to accrue income with respect to the notes or the extent to which any gain realized by holders on the sale, exchange or maturity of the notes would be treated as capital gain or ordinary income. Gain realized by a holder who has held the notes during their entire term to maturity is likely to be treated as ordinary income. Any loss realized by such holder upon maturity would be likely be treated as capital loss, except possibly to the extent of amounts, if any, previously included in income. Holders should consult their tax advisors regarding the proper treatment of amounts paid in respect of the notes.

Historical Exchange Rate

The following chart shows the weekly spot exchange rates for USD/THB, expressed as the amount of THB per one USD, in the period from September 14, 2003 to September 16, 2006, using historical data obtained from Reuters. The historical data on USD/THB spot exchange rate is not necessarily indicative of the future performance of the USD/THB spot exchange rate 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 on the Maturity Date. Historical exchange rate fluctuations may be greater or lesser than those experienced by the holders of the notes.

Hypothetical Redemption Amount Payment Examples

The graph and examples below illustrate the hypothetical Redemption Amount at maturity (including, where applicable, the payment of the Additional Amount) per $1,000 in principal amount of notes, based on a hypothetical range of performance for the Settlement Rate from -10% to +17.50%, as well as hypothetical values for the Initial Rate of 37.68 and Leverage of 150% (the actual Initial Rate and Leverage will be determined on the Trade Date). The following results are based solely on the hypothetical examples cited; the Settlement Rate and Initial Rate values above have been chosen arbitrarily for the purpose of these examples, are not associated with Lehman Brothers Research forecasts for the USD/THB exchange rate and should not be taken as indicative of the future performance of the USD/THB exchange rate. Numbers in the examples have been rounded for ease of analysis.

The following examples illustrate how the total returns illustrated in the graph above are calculated:

Example 1: The Reference Exchange Rate appreciates relative to the Initial Rate to a Settlement Rate on the Valuation Date of 34.25. Because the Settlement Rate has appreciated 10% relative to the Initial Rate of 37.68, the Additional Amount is equal to $150 (15.0% times the principal amount) and the Redemption Amount payable at maturity is equal to $1,150 (115.0% times the principal amount), calculated as follows:

Redemption Amount per $1,000 principal amount of notes = $1,000 + ($1,000 x 150% x [37.68/34.25-1]) = $1,150

Example 2: The Reference Exchange Rate depreciates relative to the Initial Rate to a Settlement Rate on the Valuation Date of 39.66. Because the Settlement Rate has depreciated 5% relative to the Initial Rate of 37.68, the Additional Amount is zero and the Redemption Amount payable at maturity is the principal amount of $1,000.

Example 3: The Reference Exchange Rate appreciates relative to the Initial Rate to a Settlement Rate on the Valuation Date of 35.88. Because the Settlement Rate has appreciated 5% relative to the Initial Rate of 37.68, the Additional Amount is equal to $75 and the Redemption Amount payable at maturity is equal to $1,075, calculated as follows:

Redemption Amount per $1,000 principal amount of notes = $1,000 + ($1,000 x 150% x [37.68/35.88-1]) = $1,075