SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
LEHMAN BROTHERS HOLDINGS INC.
(Exact name of registrant as specified in its charter)
Delaware 13-3216325
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(State of incorporation (I.R.S. employer
or organization) identification no.)
3 World Financial Center
New York, New York 10285
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(Address of principal executive offices) (zip code)
Securities to be registered pursuant to Section 12(b) of the
Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Regional Bank Stock Upside American Stock Exchange, Inc.
Note SecuritiesSM Due 1996
Securities to be registered pursuant to Section 12(g) of the
Act:
None
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(Title of class)
Item 1. Description of Registrant's Securities to be
Registered.
The securities to be registered are Regional Bank
Stock Upside Note SecuritiesSM Due 1996 (the "Securities) of
Lehman Brothers Holdings Inc. (the "Registrant") and shall be
issued under the Registration Statements on Form S-3 (File
Nos. 33-58548 and 33-53651). A description of the Securities
will be contained in the Prospectus and Prospectus Supplement
to be filed by the Registrant with the Securities and
Exchange Commission (the "Commission") pursuant to Rule
424(b) under the Securities Act of 1933, and such Prospectus
and Prospectus Supplement shall be deemed to be incorporated
by reference into the Registration Statements.
Item 2. Exhibits.
1. Specimen of the Securities to be registered
hereunder.*
2.(a) Standard Multiple Series Indenture Provisions
dated July 30, 1987, as amended November 16, 1987
(Incorporated by reference to Exhibit 4(a) to Post-
Effective Amendment No. 1 to Registration
Statement No. 33-16141 filed November 16, 1987).
2.(b) Indenture dated as of September 1, 1987, between
the Registrant and Citibank, N.A., as Trustee
("Citibank") (Incorporated by reference to Exhibit
4(b) to Post-Effective Amendment No. 1 to
Registration Statement No. 33-16141 filed November
16, 1987).
2.(c) Supplemental Indenture dated as of November 25,
1987, between the Registrant and Citibank
(Incorporated by reference to Exhibit 4(m) to
Registration Statement No. 33-25797 filed November
25, 1988).
2.(d) Second Supplemental Indenture dated as of
November 27, 1990, between the Registrant and
Citibank (Incorporated by reference to Exhibit
4(e) to Registration Statement No. 33-49062 filed
June 30, 1992).
2.(e) Third Supplemental Indenture dated as of
September 13, 1991, between the Registrant and
Citibank (Incorporated by reference to Exhibit
4(f) to Registration Statement No. 33-46146 filed
March 10, 1992).
2.(f) Fourth Supplemental Indenture dated as of
October 4, 1993, between the Registrant and
Citibank (Incorporated by reference to Exhibit
2(f) to Form 8-A filed October 7, 1993).
SIGNATURE
Pursuant to the requirements of Section 12 of the
Securities Exchange Act of 1934, the registrant has duly
caused this registration statement to be signed on its
behalf by the undersigned, thereto duly authorized.
LEHMAN BROTHERS HOLDINGS INC.
Date: October 25, 1994 By: /s/ Karen M. Muller
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Name: Karen M. Muller
Title: Vice President