FWP 1 a07-23122_46fwp.htm FWP

Filed Pursuant to Rule 433

Registration No: 333-134553

FX Basket-Linked Note

“High Yield Digital Basket”

Preliminary Terms and Conditions

September 25, 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 via a single basket a long position in the Brazilian Real (BRL), Hungarian Forint (HUF), Indian Rupee (INR), Indonesian Rupiah (IDR), Mexican Peso (MXN) and Turkish Lira (TRY) (collectively, the Reference Currencies), in each case relative to the U.S. Dollar (USD).  If the Basket Return on the Valuation Date is greater than zero (that is, if the Reference Currencies 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 Amount equal to  [9.50%—10.50%] multiplied by that principal amount..  If the Basket Return on the Valuation Date is less than or equal to zero (that is, if the Reference Currencies have in aggregate depreciated or not appreciated 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 100% principal protected if held to maturity.

 

 

Issuer:

 

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

Issuer Size:

 

USD [TBD]

Issue Price:

 

100%

Principal Protection:

 

100%

Trade Date:

 

September 27,. 2007

Issue Date

 

October 3, 2007

Valuation Date

 

October 27, 2008; 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 under “Disruption Events” below)

Maturity Date

 

October 31, 2008

 



 

 

Reference Currencies

 

Brazilian Real (BRL), Hungarian Forint (HUF), Indian Rupee (INR), Indonesian Rupiah (IDR), Mexican Peso (MXN), and Turkish Lira (TRY)

 

Reference Exchange

 

For each Reference Currency, the spot exchange rate for that the Reference Currency

 

Rate

 

quoted against the U.S. dollar expressed as number of units of the Reference Currency per USD 1.

 

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).

 

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 USD payment on the Maturity Date equal to the principal amount of each note multiplied by:

 

 

0.00%

 

If the Basket Return is less than or equal to 0.00

 

 

 

[9.50-10.50%]

 

if the Basket Return is greater than 0.00

 

Basket Return

 

The sum of the Weighted Currency Returns.

 

Weighted Currency Returns

 

For each Reference Currency:

 

 

Weighting *

{

Initial Reference Currency Rate —  Settlement Rate
Initial Reference Currency Rate

}

 

Weightings and Initial Reference Currency Rates

 

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

 

 

Reference Currency

 

Weighting

 

Initial Reference Currency Rates

 

 

BRL

 

16.67%

 

TBD

 

 

HUF

 

16.67%

 

TBD

 

 

IDR

 

16.67%

 

TBD

 

 

INR

 

16.67%

 

TBD

 

 

MXN

 

16.66%

 

TBD

 

 

TRY

 

16.66%

 

TBD

 

 

The Initial 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 Option and Valuation Business Day

 

For each Reference Currency as set forth below:

 

 

 

 

Reference
Currency

 

Screen Reference

 

Valuation Business Day

 

 

Brazilian Real
(BRL)

 

BRFR

 

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

 

 

Hungarian
Forint (HUF)

 

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

 

TARGET

 

 

Indian Rupee
(INR)

 

RBIB

 

Mumbai

 

 

Indonesian
Rupiah (IDR)

 

ABSIRFIX01

 

Singapore

 

 

Mexican Peso
(MXN)

 

USDMXNFIX=

 

Mexico City

 

 

Turkish Lira
(TRY)

 

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

 

TARGET

 

 

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

Business Day

 

New York

Business Day Convention

 

Following

Disruption Events

 

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

·  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

·  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) the delivery of USD from accounts inside the Reference Currency Jurisdiction for that Reference Currency to accounts outside that Reference Currency Jurisdiction; or (y) for MXN and TRY only , the conversion of the Reference Currency into USD through customary legal channels;

(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) 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

 

CUSIP: 52517P6D8 ISIN: US52517P6D81

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

 

$[10]

 

$[990]

 

 

Total

 

$ 

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

(1)

 

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

 

 

(2)

 

Lehman Brothers Inc. will receive commissions of $[10] per $1,000 principal amount, or [1.00]%, 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.

Certain United States Federal Income Tax Consequences

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.



Historical Exchange Rates

The following charts show the spot exchange rates for each Reference Currency at the end of each week in the period from the week ending September 19, 2004 through the week ending September 23, 2007 using historical data obtained from Reuters; neither Lehman Brothers Inc. nor Lehman Brothers Holdings Inc. makes any representation or warranty as to the accuracy or completeness of this data.  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 Return 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 Return 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, or what that Additional Amount, if any, may be.  Historical exchange rate fluctuations may be greater or lesser than those experienced by the holders of the notes.



 

 



 

  



Hypothetical Historical Basket Return

 

The following chart shows the hypothetical Basket Return at the end of each week in the period from the week ending September 19, 2004 through the week ending September 23, 2007, based on the hypothetical composite performance of the Reference Currencies using data obtained from Reuters; neither Lehman Brothers Inc. nor Lehman Brothers Holdings Inc. makes any representation or warranty as to the accuracy or completeness of this data.  The Basket Return was indexed to a level of 0.0 based upon the Reference Exchange Rates determined on September 23, 2007, based upon Initial Reference Currency Rates determined on that day.  The composite value of the Reference Currencies on any prior day was obtained by using the calculation of the Basket Return described above. Spot exchange rates used in this determination are expressed as the number of units of Reference Currency per U.S. dollar.  For purposes of the notes and the determination of the Additional Amount, the Basket Return will be indexed to 0.0 on the Trade Date.

 

 

 



Hypothetical Redemption Amount Payment Examples

 

The following payment examples for this note shows scenarios for the Redemption Amount payable at maturity of the notes, including scenarios under which Additional Amount will or will not be payable, based on the hypothetical values for the Initial Reference Currency Rates (which will be determined on the Trade Date) and hypothetical values for the Settlement Rates (which will be determined on the Valuation Date), and consequently of the Basket Return.  The following payment examples also assume that the Additional Amount payable on the Maturity Date (provided that the Basket Return is greater than zero on the Valuation Date) is set at 10.00% times the principal amount of the notes (the actual percentage will be determined on the Trade Date).

 

 

The Initial Reference Currency Rate and Settlement Rate values for the Reference Currencies 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.



Example 1: BRL, HUF, IDR, INR, MXN and TRY each appreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of 0.1316.  The Additional Amount is therefore equal to 10.00%, and the Redemption Amount is equal to 110.00%, times the principal amount of the notes.

Because the Basket Return is 0.1316, the Redemption Amount payable at maturity is equal to $1,100.00 per $1,000 note (reflecting an Additional Amount of $100 per note), calculated as follows:

Redemption Amount = $1,000 + ($1,000 * 10%) = $1,100.00.

The table below illustrates how the Basket Return in the above example was calculated:

Basket
Currency

 

Hypothetical
Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Weighted Currency
Return

BRL

 

1.8700

 

16.67 %

 

1.6196

 

0.0258

HUF

 

177.24

 

16.67 %

 

153.64

 

0.0256

IDR

 

9120

 

16.67 %

 

8609

 

0.0099

INR

 

39.50

 

16.67 %

 

36.61

 

0.0132

MXN

 

10.9482

 

16.66 %

 

9.4938

 

0.0255

TRY

 

1.2283

 

16.66 %

 

1.0324

 

0.0316

Basket Return = Sum of Weighted Currency Returns =

 

0.1316

 

Example 2: BRL, HUF, IDR, INR, MXN and TRY each depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of —0.0479.  The Additional Amount is therefore equal to 0.00%, and the Redemption Amount is equal to 100.00%, times the principal amount of the notes.

Because the Basket Return is —0.0479, the Redemption Amount payable at maturity is equal to $1,000.00 per $1,000 note (reflecting an Additional Amount of 0.00% per note).

The table below illustrates how the Basket Return in the above example was calculated:

Basket
Currency

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Weighted Currency
Return

BRL

 

1.8700

 

16.67%

 

1.9368

 

—0.0058

HUF

 

177.24

 

16.67%

 

188.27

 

—0.0098

IDR

 

9120

 

16.67%

 

9235

 

—0.0021

INR

 

39.50

 

16.67%

 

40.45

 

—0.0039

MXN

 

10.9482

 

16.66%

 

11.3136

 

—0.0054

TRY

 

1.2283

 

16.66%

 

1.4051

 

—0.0210

Basket Return = Sum of Weighted Currency Returns =

 

—0.0479

 



Example 3: BRL, HUF, IDR each depreciate relative to their Initial Reference Currency Rates while INR, TRY and MXN each appreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of 0.0268.  The Additional Amount is therefore equal to 10.00%, and the Redemption Amount is equal to 110.00%, times the principal amount of the notes.

Because the Basket Return is 0.0268, the Redemption Amount payable at maturity is equal to $1,100.00 per $1,000 note (reflecting an Additional Amount of $100 per note), calculated as follows:

Redemption Amount = $1,000 + ($1,000 * 10%) = $1,100.00.

The table below illustrates how the Basket Return in the above example was calculated:

 

Basket
Currency

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Weighted Currency
Return

BRL

 

1.8700

 

16.67%

 

1.8989

 

—0.0025

HUF

 

177.24

 

16.67%

 

196.50

 

—0.0163

IDR

 

9120

 

16.67%

 

9259

 

—0.0025

INR

 

39.50

 

16.67%

 

36.72

 

0.0126

MXN

 

10.9482

 

16.66%

 

10.0682

 

0.0146

TRY

 

1.2283

 

16.66%

 

1.0910

 

0.0210

Basket Return = Sum of Weighted Currency Returns =

 

0.0268

 

Example 4: IDR and INR each appreciate relative to their Initial Reference Currency Rates while BRL, HUF, MXN and TRY each depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of —0.0448.  The Additional Amount is therefore equal to 0.00%, and the Redemption Amount is equal to 100.00%, times the principal amount of the notes.

Because the Basket Return is —0.0448, the Redemption Amount payable at maturity is equal to $1,000.00 per $1,000 note (reflecting an Additional Amount of 0.00% per note), calculated as follows:

The table below illustrates how the Basket Return in the above example was calculated:

 

Basket
Currency

 

Initial Reference
Currency Rate
(on Trade Date)

 

Weighting

 

Hypothetical
Settlement Rate
(on Valuation Date)

 

Weighted Currency
Return

BRL

 

1.8700

 

16.67%

 

2.1494

 

—0.0217

HUF

 

177.24

 

16.67%

 

206.57

 

—0.0237

IDR

 

9120

 

16.67%

 

7965

 

0.0242

INR

 

39.50

 

16.67%

 

35.11

 

0.0208

MXN

 

10.9482

 

16.66%

 

13.3190

 

—0.0297

TRY

 

1.2283

 

16.66%

 

1.3483

 

—0.0148

Basket Return = Sum of Weighted Currency Returns =

 

—0.0448