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

FX Basket-Linked Note

“Asian Basket”	Final Terms and Conditions February 14, 2008
	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 Indonesian Rupiah (IDR), Indian Rupee (INR), South Korean Won (KRW), Singapore Dollar (SGD) and Malaysian Ringgit (MYR) (collectively, the Reference Currencies) relative to the U.S. dollar (USD) . If, as of the Valuation Date, the Basket Return 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 return equal to the principal amount of the notes multiplied by the product of 260% (the Leverage) and the Basket Return. 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.
Ratings(1)		A1, A+, AA–
Issue Size		USD 1,975,000 (increasing total offering size to USD 3,975,000)
Issue Price		100%
Principal Protection		100% at the Maturity Date
Upsize Trade Date		February 14, 2008
Original Trade Date		February 13, 2008
Issue Date		February 20, 2008
Valuation Date		February 12, 2010; 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).

(1) Lehman Brothers Holdings Inc. is rated A1 by Moody’s, A+ by Standard & Poor’s and AA- by Fitch. A credit rating reflects the creditworthiness of Lehman Brothers Holdings Inc. and is not a recommendation to buy, sell or hold securities, and it may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.

Maturity Date	February 19, 2010
Reference Currencies	Indonesian Rupiah (IDR), Indian Rupee (INR), South Korean Won (KRW), Singapore Dollar (SGD) and Malaysian Ringgit (MYR)
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 one USD.
Leverage	260%
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 * Basket Return
	provided that the minimum Additional Amount payable on the notes shall be zero.
Basket Return	The sum of the Weighted Currency Returns for the Reference Currencies
Weighted Currency	For each Reference Currency:
Returns	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 Rate
	KRW			20%	945.4
	IDR			20%	9268
	INR			20%	39.68
	MYR			20%	3.2340
	SGD			20%	1.4163
	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 Original 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	For each Reference Currency as set forth below:
Day:	Reference Currency			Screen Reference	Valuation Business Day
	KRW			KFTC18	Seoul
	IDR			ABSIRFIX01	Singapore
	INR			RBIB	Mumbai
	MYR			ABSIRFIX01	Singapore
	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 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 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, or (y) the conversion of SGD 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		ISIN: US US5252M0CE53
		CUSIP: 5252M0CE5
Settlement System		DTC

Denominations	USD 1,000 and integral multiples of USD 1,000
Issue Type	US MTN
Fees		Price to Public(1)	Fees(2)	Proceeds to the Issuer
	Per note	$1,000	$10.00	$990.00
	Total(3)	$1,975,000	$19,750	$1,955,250

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

	(2) Lehman Brothers Inc. will receive commissions of $10.00 per $1,000 principal amount, or 1.0%, 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.

	(3) The notes will be issued in an aggregate principal amount of $1,975,000 and will form a single tranche with the $2,000,000 aggregate principal amount of Medium-Term Notes, Series I, due February 19, 2010 that Lehman Brothers Holdings will issue on February 20, 2008. The notes will have the same CUSIP and ISIN numbers as the other notes of this tranche and will settle on the same date as, and trade interchangeably with, the other notes of this tranche. The issuance of the notes will increase the aggregate principal amount of this tranche to $3,975,000.

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.

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 February 13, 2005 through the week ending February 10, 2008 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 charts show the hypothetical Basket Return at the end of each week in the period from the week ending February 13, 2005 through the week ending February 10, 2008, and the Original Trade Date, 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 on the Original Trade Date based upon the Initial Reference Exchange 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.

Hypothetical Redemption Amount Payment Examples

The following payment examples for this note show scenarios for the Redemption Amount payable at maturity of the notes, including scenarios under which an Additional Amount will or will not be payable, based on the Leverage of 260% and the Initial Reference Currency Rates for the Reference Currencies (each of which were determined on the Original Trade Date), as well as hypothetical values for the Settlement Rates (which will be determined on the Valuation Date) and the resulting Basket Return.

The 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: KRW, IDR, INR, MYR and SGD each appreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of 0.0820 (8.20%). The Additional Amount is therefore equal to 21.32%, and the Redemption Amount is equal to 121.32%, times the principal amount of the notes.

Because the Basket Return is 0.0820, the Redemption Amount payable at maturity is equal to $1,213.20 per $1,000 note (reflecting an Additional Amount of $213.20 per note), calculated as follows:

Redemption Amount = $1,000 + ($1,000 * 260% * 0.0820) = $1,213.20

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

	Initial Reference
	Currency Rate
Reference	(on Original Trade		Settlement Rate	Weighted Currency
Currency	Date)	Weighting	(on Valuation Date)	Return
KRW	945.4	20%	879.2	0.0140
IDR	9268	20%	8527	0.0160
INR	39.68	20%	35.32	0.0220
MYR	3.2340	20%	3.0400	0.0120
SGD	1.4163	20%	1.2888	0.0180
	Basket Return = Sum of Weighted Currency Returns =			0.0820

Example 2: KRW, IDR, INR, MYR and SGD each depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of –0.0562 (–5.62%), which is less than zero. The Additional Amount is therefore 0%, and the Redemption Amount is equal to the product of 100%, times the principal amount of the notes.

Because the Basket Return is –0.0562, which is less than zero, the Redemption Amount payable at maturity is equal to $1,000 per $1,000 note (reflecting an Additional Amount of $0 per note), the repayment of principal invested, with no additional return.

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

	Initial Reference
	Currency Rate
Reference	(on Original Trade		Settlement Rate	Weighted Currency
Currency	Date)	Weighting	(on Valuation Date)	Return
KRW	945.4	20%	985.1	–0.0084
IDR	9268	20%	9463	–0.0042
INR	39.68	20%	41.90	–0.0112
MYR	3.2340	20%	3.4895	–0.0158
SGD	1.4163	20%	1.5339	–0.0166
	Basket Return = Sum of Weighted Currency Returns =			–0.0562

Example 3: KRW and IDR each appreciate relative to their Initial Reference Currency Rates while INR, MYR and SGD each depreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of 0.0150 (1.50%). The Additional Amount is therefore equal to 3.90%, and the Redemption Amount is equal to 103.90%, times the principal amount of the notes.

Because the Basket Return is 0.0150, the Redemption Amount payable at maturity is equal to $1,039.00 per $1,000 note (reflecting an Additional Amount of $39.00 per note), calculated as follows:

Redemption Amount = $1,000 + ($1,000 * 260% * 0.0150) = $1,039.00.

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

	Initial Reference
	Currency Rate
Reference	(on Original Trade		Settlement Rate	Weighted Currency
Currency	Date)	Weighting	(on Valuation Date)	Return
KRW	945.4	20%	849.0	0.0204
IDR	9268	20%	8489	0.0168
INR	39.68	20%	40.63	–0.0048
MYR	3.2340	20%	3.3537	–0.0074
SGD	1.4163	20%	1.4871	–0.0100
	Basket Return = Sum of Weighted Currency Returns =			0.0150

Example 4: KRW, INR and SGD each depreciate relative to their Initial Reference Currency Rates while IDR and MYR each appreciate relative to their Initial Reference Currency Rates, resulting in a Basket Return of –0.0272 (–2.72%). The Additional Amount is therefore equal to 0%, and the Redemption Amount is equal to 100%, times the principal amount of the notes.

Because the Basket Return is –0.0272, which is less than zero, the Redemption Amount payable at maturity is equal to $1,000 per $1,000 note (reflecting an Additional Amount of $0 per note), the repayment of principal invested, with no additional return.

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

	Initial Reference
	Currency Rate
Reference	(on Original Trade		Settlement Rate	Weighted Currency
Currency	Date)	Weighting	(on Valuation Date)	Return
KRW	945.4	20%	1080.6	–0.0286
IDR	9268	20%	8971	0.0064
INR	39.68	20%	45.75	–0.0306
MYR	3.2340	20%	2.7230	0.0316
SGD	1.4163	20%	1.4588	–0.0060
	Basket Return = Sum of Weighted Currency Returns =			–0.0272