FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
(State of incorporation (I.R.S. employer
or organization) identification no.)
3 World Financial Center
New York, New York 10285
(Address of principal executive offices) (zip code)
If this Form relates to the If this Form relates to the
registration of a class of registration of a class of
debt securities and is debt securities and is to
effective upon filing become effective simultaneously
pursuant to General Instruction with the effectiveness of a
A(c)(1) please check the concurrent registration statement
following box X under the Securities Act of 1933
pursuant to General Instruction
A (c)(2) please check the
following box.
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
AMEX Hong Kong 30 Index Call American Stock Exchange, Inc.
Warrants Expiring January,
1998
Securities to be registered pursuant to Section 12(g) of the Act:
None
Item 1. Description of Registrant's Securities to be Registered.
The securities to be registered are AMEX Hong Kong 30
Index Call Warrants Expiring January __, 1998 (the "Warrants") of
Lehman Brothers Holdings Inc. (the "Registrant") and shall be
issued under the Registration Statement on Form S-3 (File No. 33-
58548). A description of the Warrants 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 this Registration Statement.
Item 2. Exhibits.
1A Form of Warrant Certificate (attached as
Exhibit A to the form of Index Warrant Agreement
referred to below).
1B Form of Global Warrant Certificate (attached as
Exhibit B to the form of Index Warrant Agreement referred
to below).
2 Form of Index Warrant Agreement (incorporated by
reference to Exhibit 4(s) to Registration Statement No.
33-53651 filed May 16, 1994).
_________________
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.
(Registrant)
Date: January 11, 1996 By: /s/ Jennifer Marre
Name: Jennifer Marre
Title: Vice President
