	Filed Pursuant to Rule 433
	Registration No.: 333-134553

FX Best-of-Basket Linked Note
“Best of 4 Currency Baskets”	Preliminary Terms and Conditions
	August 15, 2007


Contact: + 1 212 526 2237

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. You may also access the prospectus and Series I MTN prospectus supplement on the SEC web site as follows:

Series I MTN prospectus supplement dated May 30, 2006:

http://www.sec.gov/Archives/edgar/data/806085/000104746906007785/a2170815z424b2.htm

Prospectus dated May 30, 2006:

http://www.sec.gov/Archives/edgar/data/806085/000104746906007771/a2165526zs-3asr.htm

Alternatively, Lehman Brothers Inc. will arrange to send you the prospectus, Series I MTN prospectus supplement and final pricing supplement (when completed) if you request it by calling your Lehman Brothers sales representative or 1-888-603-5847.

Summary Description

This note allows an investor to hold a long position in four currency Baskets, with each Basket representing a long position in the Reference Currencies in that Basket relative to the U.S. dollar (USD) (with each Reference Currency in the applicable Basket assigned the Weighting specified below). Basket 1 is composed of a long position in the Mexican Peso (MXN), the Argentine Peso (ARS), and the Brazilian Real (BRL). Basket 2 is composed of a long position in the Israeli Shekel (ILS), the Hungarian Forint (HUF), the Turkish Lira (TRY), and the Russian Ruble (RUB). Basket 3 is composed of a long position in the Indonesian Rupiah (IDR), the Indian Rupee (INR), the Malaysian Ringgit (MYR), and the Singapore Dollar (SGD). Basket 4 is composed of a long position in the Euro (EUR), the Japanese Yen (JPY), the British Pound Sterling (GBP), the Canadian Dollar (CAD), the Swedish Krona (SEK), and the Swiss Franc (CHF). If one or more of the Basket Returns for the four Baskets is positive (that is, if the Reference Currencies in such Basket have in aggregate appreciated relative to the USD on the Valuation Date), the investor will receive a single payment at maturity equal to the principal amount of the notes plus an additional return equal to the principal amount of the notes multiplied by the product of the Leverage ([100]%) and the greatest of the four Basket Returns (that is, the largest percentage by which any Basket Return exceeds zero). If no Basket Return is greater than zero (that is, if the Reference Currencies in each Basket have in aggregate depreciated relative to the USD on the Valuation Date), then the investor will receive at maturity only the principal amount of the notes, with no additional return. The notes do not bear interest and are principal protected only if held to maturity.


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


Issue Size		USD [TBD]


Issue Price		100%


Principal Protection		100% at the Maturity Date


Trade Date		[TBD]


Issue Date		Trade Date + [4] Business Days


Valuation Date		Maturity Date – [4] Business Days; provided that, upon the occurrence of a Disruption Event with respect to a Reference Currency, the Valuation Date for the affected Reference Currency may be postponed (as described in “Disruption Events” below).


Maturity Date		Issue Date + [2] Years


Baskets and Reference Currencies	Each Basket _n is composed of the Reference Currencies identified below, with each Reference Currency in such Basket _n having the respective Weighting specified in “Weightings and Initial Reference Currency Rates” below.


	Basket 1:	Brazilian Real (BRL), Argentine Peso (ARS) and Mexican Peso (MXN)


	Basket 2:	Turkish Lira (TRY), Hungarian Forint (HUF), Israeli Shekel (ILS) and Russian Ruble (RUB)


	Basket 3:	Indonesian Rupiah (IDR), Singapore Dollar (SGD), Malaysian Ringgit (MYR) and Indian Rupee (INR)


	Basket 4:	Euro (EUR), Japanese Yen (JPY), British Pound Sterling (GBP), Canadian Dollar (CAD), Swedish Krona (SEK) and Swiss Franc (CHF)


Reference Exchange Rates	For each Reference Currency, the spot exchange rate for that Reference Currency quoted against the U.S. dollar expressed as number of units of the Reference Currency per USD 1.


Leverage	[100]%


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


Additional Amount	A single U.S. dollar amount equal to the principal amount of each note multiplied by: Leverage * the greatest of the Basket Returns of (a) Basket 1, (b) Basket 2, (c) Basket 3, or (d) Basket 4

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


Basket Return	For each Basket _n the sum of the Weighted Currency Returns for the Reference Currencies in that Basket _n.


Weighted Currency Returns	For each Reference Currency in each Basket _n:
	Weighting *		{	Initial Reference Currency Rate • Settlement Rate	}
	Weighting *		{	Settlement Rate	}

Weightings and Initial Reference Currency Rates

The Weighting and Initial Reference Currency Rate for each Reference Currency in each Basket _n is as set forth below:

Basket _n

Reference
Currency

Initial Reference
Currency Rate

Weighting

BRL

[ ]

33.34%

ARS

[ ]

33.33%

MXN

[ ]

33.33%

TRY

[ ]

25%

HUF

[ ]

25%

ILS

[ ]

25%

RUB

[ ]

25%

IDR

[ ]

25%

SGD

[ ]

25%

MYR

[ ]

25%

INR

[ ]

25%

EUR

[ ]

57.6%

JPY

[ ]

13.6%

GBP

[ ]

11.9%

CAD

[ ]

9.1%

SEK

[ ]

4.2%

CHF

[ ]

3.6%

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 Trade Date in accordance with the applicable Settlement Rate Option.

Settlement Rate

For each Reference Currency, the Reference Exchange Rate on the Valuation Date, determined in accordance with the applicable Settlement Rate Option (subject to the occurrence of a Disruption Event).

Settlement Rate Option and Valuation Business Day:

For each Reference Currency as set forth below:

Reference

Currency

Screen Reference

Valuation Business Day

BRL

BRFR

Brazilia, Rio de Janiero or São Paulo; and New York

ARS**

ARS=BNAR

Buenos Aires and New York

MXN

MEX01

Mexico City and New York

TRY

The EUR/TRY rate on ECB37 divided by the EUR/USD rate on ECB37

TARGET and New York

HUF

The EUR/HUF rate on ECB37 divided by the EUR/USD rate on ECB37

TARGET and New York

ILS

FXIL

Tel Aviv and New York

	RUB	EMTA	Moscow and New York

	IDR	ABSIRFIX01	Singapore and New York

	SGD	ABSIRFIX01	Singapore and New York

	MYR	ABSIRFIX01	Singapore and New York

	INR	RBIB	Mumbai and New York

	EUR	1FED	New York

	JPY	1FED	New York

	GBP	1FED	New York

	CAD	1FED	New York

	SEK	1FED	New York

	CHF	1FED	New York

	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 Series I MTN prospectus supplement.


	** The Settlement Rate Option for ARS is the Argentine Peso/U.S. dollar official fixing rate, expressed as the amount of Argentine Pesos per one U.S. dollar for settlement on the same day (or, if that day is not a business day in Buenos Aires and New York, for settlement on the first succeeding day that is a business day in both Buenos Aires and New York) which appears on the Reuters Screen ARS=BNAR page at the close of business in Buenos Aires on that Valuation Date.


Business Day	New York


Business Day Convention	Following


Disruption Events	If a Disruption Event relating to one or more Reference Currencies in any Basket _n is in effect on the scheduled Valuation Date, the Calculation Agent will calculate the Basket Return for that Basket _n using:

	o for each Reference Currency that did not suffer a Disruption Event on the scheduled Valuation Date, the Settlement Rate on the scheduled Valuation Date, and

	o for each Reference Currency that did suffer a Disruption Event on the scheduled Valuation Date, the Settlement Rate on the immediately succeeding scheduled Valuation Business Day for such Reference Currency on which no Disruption Event occurs or is continuing with respect to such Reference Currency;

	provided however that if a Disruption Event has occurred or is continuing with respect to a Reference Currency on each of the three scheduled Valuation Business Days following the scheduled Valuation Date, then (a) such third scheduled Valuation Business Day shall be deemed the Valuation Date for the affected Reference Currency; and (b) the Calculation Agent will determine the Settlement Rate for the affected Reference Currency on such day in accordance with “Fallback Rate Observation Methodology” (as defined under “Description of the Notes—Currency-Indexed Notes” in the Series I MTN prospectus supplement).

	A “Disruption Event” means any of the following events with respect to a Reference Currency, 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) for any Reference Currency other than ARS, IDR, INR or MYR, the conversion of the Reference Currency into USD through customary legal channels; or (y) for any Reference Currency other than ARS, EUR, IDR, INR or MYR, the delivery of USD from accounts inside the Reference Currency Jurisdiction for that Reference Currency to accounts outside that Reference Currency Jurisdiction;

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

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

		For purposes of the above, “scheduled Valuation Business Day” means a day that is or, in the judgment of the Calculation Agent, should have been, a Valuation Business Day for the affected Reference Currency.


Calculation Agent		Lehman Brothers Inc.


Underwriter		Lehman Brothers Inc.


Identifier		ISIN: [ ]


		CUSIP: [ ]


Settlement System		DTC


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


Issue Type		US MTN


Fees			Price to Public (1)	Fees(2)	Proceeds to the Issuer

	Per note		$1,000	$15.00	$985.00
	Total

		(1) The price to public includes the cost of hedging the Issuer’s obligations under the notes through one or more of the Issuer’s affiliates, which includes the Issuer’s affiliates expected cost of providing such hedge as well as the profit the Issuer’s affiliates expect to realize in consideration for assuming the risks inherent in providing such hedge.

		(2) Lehman Brothers Inc. will receive commissions equal to $15.00 per $1,000 principal amount, or 1.50%, and may use all or a portion of these commissions to pay selling concessions or fees to other dealers. Lehman Brothers Inc. and/or an affiliate may earn additional income as a result of payments pursuant to any hedges.

Risk Factors

An investment in the notes entails certain risks not associated with an investment in conventional floating rate or fixed rate medium-term notes. See “Risk Factors” generally, and “Risk Factors—Risks Relating to Currency-Indexed Notes” specifically, in the Series I MTN prospectus supplement.

United States Federal Income Tax Treatment

Lehman Brothers Holdings Inc. intends 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 Series I MTN prospectus supplement.

Basket 4

Hypothetical Redemption Amount Payment Examples

The following payment examples for this note show scenarios for the Redemption Amount and the Additional Amount payable at maturity per $1,000 principal amount of notes. based on hypothetical values for the Leverage (100%) and scenarios for the Basket Returns of each Basket. Also included below are further examples illustrating how the hypothetical Basket Returns for Basket 1 in the below scenarios are calculated, using hypothetical values for the Initial Reference Currency Rates for the Reference Currencies in Basket 1 (which are determined on the Trade Date), and their Settlement Rates (which are determined on the Valuation Date). The following results are based solely on the hypothetical examples cited; the Initial Reference Currency Rate and Settlement Rate values for the Reference Currencies, and related Basket Returns, have been chosen arbitrarily for the purpose of these examples, 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. Numbers in the examples have been rounded for ease of analysis.

Scenario	Basket Return for Basket 1	Basket Return for Basket 2	Basket Return for Basket 3	Basket Return for Basket 4	Greatest of the Basket Returns	Additional Amount = Principal Amount * Leverage * Greatest of the Basket Returns	Redemption Amount = Principal Amount + Additional Amount

1	5%	7%	10%	9%	10%	$100	$1,100
2	–2%	8%	5%	12%	12%	$120	$1,120
3	7%	–4%	5%	1%	7%	$70	$1,070
4	4%	5%	–5%	–2%	5%	$50	$1,050
5	–4%	–3%	–5%	–1%	0%	$0	$1,000

As described above, the Basket Return for each Basket _n is equal to the sum of the Weighted Currency Returns for the Reference Currencies in that Basket _n. The examples below illustrate how the Basket Return for Basket 1 was calculated in each of the scenarios.

Example 1: BRL, ARS and MXN each appreciate relative to their Initial Reference Currency Rate, resulting in a Basket Return of 0.0500, or 5.00%.

Basket Currency	Initial Reference Currency Rate (on Trade Date)	Settlement Rate (on Valuation Date)	Weighting	Weighted Currency Return
BRL	1.9420	1.9000	33.34%	0.0074
ARS	3.1425	3.1000	33.33%	0.0046
MXN	11.0360	9.9040	33.33%	0.0381

	Basket Return = Sum of Weighted Currency Returns =			0.0500

Example 2: BRL, ARS and MXN each depreciate relative to their Initial Reference Currency Rate, resulting in a Basket Return of –0.0200, or –2.00%.

Basket Currency	Initial Reference Currency Rate (on Trade Date)	Settlement Rate (on Valuation Date)	Weighting	Weighted Currency Return
BRL	1.9420	1.9530	33.34%	–0.0019
ARS	3.1425	3.2550	33.33%	–0.0115
MXN	11.0360	11.2600	33.33%	–0.0066

	Basket Return = Sum of Weighted Currency Returns =			–0.0200

Example 3: BRL and ARS appreciate and MXN depreciates relative to its Initial Reference Currency Rate, resulting in a Basket Return of 0.0700, or 7.00%.

Basket Currency	Initial Reference Currency Rate (on Trade Date)	Settlement Rate (on Valuation Date)	Weighting	Weighted Currency Return
BRL	1.9420	1.7450	33.34%	0.0376
ARS	3.1425	2.7505	33.33%	0.0475
MXN	11.0360	11.5600	33.33%	–0.0151

	Basket Return = Sum of Weighted Currency Returns =			0.0700

Example 4: BRL depreciates and ARS and MXN appreciate relative to its Initial Reference Currency Rate, resulting in a Basket Return of 0.0400, or 4.00%.

Basket Currency	Initial Reference Currency Rate (on Trade Date)	Settlement Rate (on Valuation Date)	Weighting	Weighted Currency Return
BRL	1.9420	2.1256	33.34%	–0.0288
ARS	3.1425	3.0560	33.33%	0.0094
MXN	11.0360	9.3670	33.33%	0.0594

	Basket Return = Sum of Weighted Currency Returns =			0.0400

FX Best-of-Basket Linked Note

“Best of 4 Currency Baskets”