NEW YORK, Sept. 10 /PRNewswire-FirstCall/ -- Lehman Brothers Holdings Inc. (NYSE: LEH), the global investment bank, announced today, in conjunction with its preliminary third quarter results, a comprehensive plan of initiatives to reduce dramatically the Firm's commercial real estate and residential mortgage exposure, generate additional capital through the sale of a majority stake of the Investment Management Division and reduce the annual dividend, in order to maximize value for clients, shareholders and employees.

Chairman and Chief Executive Officer Richard S. Fuld, Jr. said, "This is an extraordinary time for our industry, and one of the toughest periods in the Firm's history. The strategic initiatives we have announced today reflect our determination to fundamentally reposition Lehman Brothers by dramatically reducing balance sheet risk, reinforcing our focus on our client-facing businesses and returning the Firm to profitability."



                            STRATEGIC INITIATIVES

    Significant Reduction in Residential Mortgage and Commercial Real Estate

Lehman Brothers took several steps to significantly reduce its real estate portfolio in the third quarter. The Firm reduced its residential mortgage exposure by 31% to $17.2 billion. Further, Lehman Brothers is formally engaged with BlackRock Financial Management, Inc. to sell approximately $4.0 billion of the Firm's UK residential mortgage portfolio and expects to complete the sale within the next few weeks. Pro forma for this transaction, the Firm's residential mortgage exposure is expected to be reduced by 47% to $13.2 billion. Lehman Brothers also reduced its commercial real estate exposure by 18% in the third quarter from $39.8 billion to $32.6 billion.

Spin-Off of Commercial Real Estate Assets

The Firm intends to spin off to its shareholders $25 billion to $30 billion of its commercial real estate portfolio into a separate publicly- traded company, Real Estate Investments Global ("REI Global"), in the first quarter of 2009. The spin-off of REI Global will strengthen Lehman Brothers' balance sheet while preserving the value of the commercial real estate ("CRE") portfolio for shareholders.

The concentration of positions in commercial real estate-related assets has become a significant concern for investors and creditors. Therefore, Lehman Brothers believes that it is in the best interests of all its constituents to separate these assets from the rest of the Firm. Transferring the vast majority of the commercial real estate portfolio to REI Global will achieve the following objectives:

-- REI Global will be appropriately capitalized to hold the CRE assets through the current economic cycle;

-- REI Global will be able to account for its assets on a hold-to-maturity basis;

-- REI Global is expected to hold its assets to maximize their value for shareholders;

-- REI Global will be able to manage the assets without the pressure of mark-to-market volatility; and

-- REI Global will not be forced to sell assets below what REI Global believes to be their intrinsic value.

At the time of formation, REI Global will be appropriately capitalized through the transfer of common equity and provision of debt financing, which the Firm may syndicate as markets normalize. REI Global will own a high quality portfolio of assets, which is diversified by geography, property and lien type. REI Global's primary focus will be to maximize shareholder returns by selling assets or holding them to maturity, whichever provides the greatest return. REI Global will not make investments in new assets and any excess cash flow will be returned to shareholders.

Through the creation of REI Global, Lehman Brothers achieves an enterprise solution that removes the vast majority of commercial real estate exposure from the Firm's balance sheet and realizes a true sale of its commercial real estate assets while maximizing their value. Further, it enables shareholders to benefit from the anticipated financial upside of the portfolio of assets.

Intention to Sell Majority Interest in Investment Management Division

Lehman Brothers has announced its intent to sell a majority stake (estimated to be approximately 55%) in a subset of its Investment Management Division. The subset of businesses (the "IMD Business") includes the asset management, private equity and wealth management businesses but excludes its middle market institutional distribution business and the Firm's minority stakes in external hedge fund managers. The sale of a majority stake in the IMD Business will enhance the Firm's already strong capital base. Goodwill related to the Neuberger Berman business will be eliminated, resulting in significant improvement in the Firm's Tier 1 ratio and an estimated increase of more than $3 billion in tangible book value. The Firm also expects to maintain the diversification benefits of retaining the majority of the pre-tax income of the Investment Management Division. It also ensures that the IMD Business has the most attractive structure to continue to best serve the Firm's clients and maximize growth opportunities. The IMD Business will continue to operate under the Lehman Brothers and Neuberger Berman brands and clients will continue to be able to access all of the capabilities of the Firm. The Firm is in advanced discussions with a number of potential partners for the IMD Business and expects to announce the details of the transaction in due course.

Annual Dividend to be Reduced to $0.05 Per Common Share

The Firm has decided to reduce its annual common dividend to $0.05 per common share from $0.68 per common share, enabling the Firm to retain $450 million annually.

OVERVIEW OF PRELIMINARY THIRD QUARTER RESULTS

Lehman Brothers reported a preliminary net loss of approximately ($3.9) billion, or ($5.92) per common share (diluted), for the third quarter ended August 31, 2008, compared to a net loss of ($2.8) billion, or ($5.14) per common share (diluted), for the second quarter of fiscal 2008 and net income of $887 million, or $1.54 per common share (diluted), for the third quarter of fiscal 2007. The net loss was driven primarily by gross mark-to-market adjustments stemming from writedowns on commercial and residential mortgage and real estate assets.

Net revenues (total revenues less interest expense) for the third quarter of fiscal 2008 are expected to be negative ($2.9) billion, compared to negative ($0.7) billion for the second quarter of fiscal 2008 and $4.3 billion for the third quarter of fiscal 2007. Net revenues for the third quarter of fiscal 2008 reflect negative mark-to-market adjustments and principal trading losses, net of gains on certain risk mitigation strategies and certain debt liabilities.

During the fiscal third quarter, the Firm is expected to incur negative gross mark-to-market adjustments on assets of ($7.8) billion, including gross negative mark-to-market adjustments of ($5.3) billion on residential mortgage- related positions, ($1.7) billion on commercial real estate positions, ($600) million on other asset-backed positions and ($200) million on acquisition finance positions. These mark-to-market adjustments were offset by $800 million of hedging gains during the quarter and $1.4 billion of debt valuation gains. The Firm is also expected to record losses on principal investments of approximately $760 million.

In order to increase operating efficiency, the Firm has eliminated approximately 1,500 positions since the beginning of the third quarter in discretionary corporate areas and businesses that are in secular decline.

Business Segments

Capital Markets is expected to report net revenues of negative ($4.1) billion in the third quarter of fiscal 2008, compared to negative ($2.4) billion in the second quarter of fiscal 2008 and $2.4 billion in the third quarter of fiscal 2007. Net revenues from Fixed Income Capital Markets are expected to be negative ($4.6) billion, compared to negative ($3.0) billion in the second quarter of fiscal 2008 and $1.1 billion in the third quarter of fiscal 2007. Equities Capital Markets is expected to report net revenues of $0.5 billion, a decrease from $0.6 billion in the second quarter of fiscal 2008 and a decrease from $1.4 billion in the third quarter of fiscal 2007.

Investment Banking is expected to report net revenues of $0.6 billion in the quarter, a decrease from $0.9 billion in the second quarter of fiscal 2008 and a decrease from $1.1 billion in the third quarter of fiscal 2007. Debt underwriting revenues are expected to be $0.2 billion, a decrease from $0.3 billion in the second quarter of fiscal 2008 and a decrease from $0.4 billion in the third quarter of 2007. Equity underwriting revenues are expected to be $0.2 billion, a decrease from $0.3 billion in the second quarter of fiscal 2008 and $0.3 billion in the third quarter of fiscal 2007. Merger and acquisition advisory revenues are expected to be $0.2 billion, consistent with the second quarter of fiscal 2008 and down from $0.4 billion in the third quarter of fiscal 2007.

Investment Management is expected to report net revenues of $0.6 billion, a decrease from $0.8 billion in the second quarter of fiscal 2008 and the third quarter of fiscal 2007. Asset management is expected to report revenues of $0.4 billion, a decrease from $0.5 billion in both the second quarter of fiscal 2008 and third quarter of fiscal 2007. Assets under management are expected to be approximately $273 billion, down from $277 billion at the end of the prior quarter. Private Investment Management revenues are expected to be $0.3 billion, down from $0.4 billion in the second quarter of fiscal 2008 and consistent with $0.3 billion in the third quarter of fiscal 2007.

Firm Profitability and Capital

Non-interest expenses for the third quarter of fiscal 2008 are expected to be $2.9 billion, compared to $3.4 billion in the second quarter of fiscal 2008 and $3.1 billion in the third quarter of fiscal 2007. Compensation expense is expected to be approximately $2.0 billion in the third quarter of fiscal 2008, compared to $2.3 billion in the second quarter of fiscal 2008. Non-personnel expenses for the period are expected to be approximately $1.0 billion, compared to $1.1 billion in the second quarter of fiscal 2008. The tax rate is 32.6%.

As of August 31, 2008, Lehman Brothers' total stockholders' equity was an estimated $28.4 billion, up from $26.3 billion at the end of the second quarter of fiscal 2008, and the Firm's Tier 1 ratio is expected to be approximately 11.0%. Total long-term capital is expected to be approximately $143.0 billion, reflecting the Firm's June capital raising activities. Book value per common share is estimated to be approximately $27.29. Additionally, through the actions taken during the third quarter, the Firm is expected to reduce its net leverage from 12.1x to 10.6x. These ratios are appropriate for the Firm's expected lower-risk asset composition.

Lehman Brothers (ticker symbol: LEH), an innovator in global finance, serves the financial needs of corporations, governments and municipalities, institutional clients, and high net worth individuals worldwide. Founded in 1850, Lehman Brothers maintains leadership positions in equity and fixed income sales, trading and research, investment banking, private investment management, asset management and private equity. The Firm is headquartered in New York, with regional headquarters in London and Tokyo, and operates in a network of offices around the world. For further information about Lehman Brothers' services, products and recruitment opportunities, visit the Firm's Web site at www.lehman.com.

About Lehman Brothers' Investment Management Division

Lehman Brothers' Investment Management Division consists of three businesses: Asset Management, Private Investment Management and Private Equity. Asset Management, which includes Neuberger Berman, offers proprietary products across traditional and alternative asset classes through a variety of distribution channels to individuals and institutions. Private Investment Management offers comprehensive investment, wealth advisory and capital markets execution services for high-net-worth individuals and businesses and leverages all of the resources of the Firm. Private Equity provides investment opportunities in privately negotiated transactions across a variety of asset classes for institutional and qualified individual investors. Since the end of 2003, assets under management (AUM) in Lehman Brothers' Investment Management Division have grown at a compound annual rate of approximately 20%. AUM totaled $273 billion as of August 31, 2008.

Conference Call

A conference call to discuss the Firm's preliminary financial results, strategic initiatives and outlook will be held today at 8:00 a.m. ET. The call will be open to the public. For members of the public who would like to access the conference call, it will be available through the "Shareholders" section of the Firm's Web site, http://lehman.com, under the subcategory "Events and Presentations." The conference call will also be available by phone by dialing 800-369-1721 (domestic) or 517-308-9232 (international) at least fifteen minutes prior to the start of the conference call. The passcode for all callers is "7561430". For those unable to listen to the live broadcast, a replay will be available on the Firm's Web site or by dialing 800-337-5613 (domestic) or 402-220-9646 (international). The replay will be available immediately after the beginning of the call and will remain available on the Lehman Brothers Web site and by phone until the Firm's final third quarter earnings release.

Please direct any questions regarding the conference call to Shaun Butler at +1-212-526-8381 or shaun.butler@lehman.com.

Cautionary Note Regarding Forward-Looking Statements

This press release may contain forward-looking statements. These statements are not historical facts, but instead represent only the Firm's expectations, estimates and projections regarding future events. These statements are not guarantees of future performance and involve certain risks and uncertainties that are difficult to predict, which may include risks and uncertainties relating to market fluctuations and volatility, industry competition and changes in the competitive environment, investor sentiment, liquidity and credit ratings, credit exposures, operational risks and legal and regulatory matters. The Firm's actual results and financial condition may differ, perhaps materially, from the anticipated results and financial condition in any such forward-looking statements and, accordingly, readers are cautioned not to place undue reliance on such statements. The Firm undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. For more information concerning the risks and other factors that could affect the Firm's future results and financial condition, see "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Firm's most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.

The Firm's financial statements for the third fiscal quarter of 2008 are not finalized until they are filed in its Quarterly Report on Form 10-Q for the third fiscal quarter of 2008. The Firm is required to consider all available information through the finalization of its financial statements and the possible impact of such information on its financial condition and results of operations for the reporting period, including the impact of such information on the complex and subjective judgments and estimates the Firm made in preparing certain of the preliminary information included in this Press Release. Subsequent information or events may lead to material differences between the preliminary results of operations described in this Press Release and the results of operations that will be described in the Firm's subsequent earnings release and between such subsequent earnings release and the results of operations described in the Firm's Quarterly Report on Form 10-Q for the third fiscal quarter of 2008. Those differences may be adverse. Readers should consider this possibility in reviewing the earnings information in this Press Release.





    LEHMAN BROTHERS HOLDINGS INC.
    SELECTED STATISTICAL INFORMATION
    (Preliminary and Unaudited)
(Dollars in millions, except share data)

                                       At or for the Quarter Ended
                               Aug 31,    May 31,  Feb 29,  Nov 30,   Aug 31,
                                2008       2008     2008     2007      2007
    Income Statement
    Net Revenues             $(2,903)     $(668) $3,507    $4,390     $4,308
    Non-Interest Expenses:
        Compensation and
         Benefits              1,950      2,325   1,841     2,164      2,124
        Non-personnel
         Expenses                971      1,094   1,003       996        979
    Income before provision
     for income taxes         (5,824)    (4,087)    663     1,230      1,205
    Net Income                (3,927)    (2,774)    489       886        887
    Net Income Applicable
     to Common Stock          (4,090)    (2,873)    465       870        870

    Earnings per Common
     Share:
        Basic                 $(5.92)    $(5.14)  $0.84     $1.60      $1.61
        Diluted               $(5.92)    $(5.14)  $0.81     $1.54      $1.54

    Financial Ratios (%)
    Return on Average
     Common Stockholders'
     Equity (annualized) (a)  NM          NM        8.6 %    16.6 %     17.1 %
    Return on Average
     Tangible Common
     Stockholders' Equity
     (annualized) (b)         NM          NM       10.6 %    20.6 %     21.1 %
    Pre-tax Margin            NM          NM       18.9 %    28.0 %     28.0 %
    Compensation and
     Benefits/Net Revenues    NM          NM       52.5 %    49.3 %     49.3 %
    Effective Tax Rate          32.6 %     32.1 %  26.3 %    27.9 %     26.4 %

    Financial Condition
    Total Assets            $600,000   $639,432 $786,035 $691,063   $659,216
    Net Assets (c)(i)        310,915    327,774  396,673  372,959    357,102
    Common Stockholders'
     Equity (d)               19,450     19,283   21,839   21,395     20,638
    Total Stockholders'
     Equity (d)               28,443     26,276   24,832   22,490     21,733
    Total Stockholders'
     Equity Plus Junior
     Subordinated Notes (e)   33,362     31,280   29,808   27,230     26,647
    Tangible Equity
     Capital (e)              29,277     27,179   25,696   23,103     22,164
    Total Long-Term
     Capital (f)             143,043    154,458  153,117  145,640    142,064
    Book Value per Common
     Share (g)                 27.29      34.21    39.45    39.44      38.29
    Leverage Ratio (h)         21.1x      24.3x    31.7x    30.7x      30.3x
    Net Leverage Ratio (i)     10.6x      12.1x    15.4x    16.1x      16.1x

    Other Data (#s)
    Employees                 25,935     26,189   28,088   28,556     28,783
    Assets Under Management
     (in billions)              $273       $277     $277     $282       $275
    Common Stock Outstanding
     (in millions)             689.0      552.7    551.4    531.9      529.4
    Weighted Average
     Shares (in millions):
        Basic                  691.2      559.3    551.5    542.6      540.4
        Diluted                691.2      559.3    572.8    563.7      565.8

    See Footnotes to Selected Statistical Information on page 11.



    LEHMAN BROTHERS HOLDINGS INC.
    FOOTNOTES TO SELECTED STATISTICAL INFORMATION
    (Preliminary and Unaudited)

    NM = Not Meaningful

(a) Return on average common stockholders' equity is computed by dividing annualized net income applicable to common stock for the period by average common stockholders' equity. See the reconciliation on page 16.

(b) Return on average tangible common stockholders' equity is computed by dividing annualized net income applicable to common stock for the period by average tangible common stockholders' equity. Average tangible common stockholders' equity equals average common stockholders' equity less average identifiable intangible assets and goodwill. See the reconciliation on page 16. Management believes tangible common stockholders' equity is a meaningful measure because it reflects the common stockholders' equity deployed in our businesses.

(c) We calculate net assets by excluding from total assets: (i) cash and securities segregated and on deposit for regulatory and other purposes; (ii) collateralized lending agreements; and (iii) identifiable intangible assets and goodwill. See reconciliation on page 19. Net assets as presented are not necessarily comparable to similarly-titled measures provided by other companies in the securities industry because of different methods of presentation.

(d) Effective December 1, 2007, we adopted Financial Accounting Standards Board ("FASB") Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109. The aggregate impact to opening retained earnings from the adoption of this standard was a decrease of approximately $178 million. Effective December 1, 2006, we adopted both Statement of Financial Accounting Standards ("SFAS") No. 157, Fair Value Measurements and SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities. The aggregate impact to opening retained earnings from the adoption of these standards was an after-tax increase of approximately $67 million (approximately $113 million pre-tax).

(e) We calculate tangible equity capital by including stockholders' equity and junior subordinated notes and excluding identifiable intangible assets and goodwill. These measures may not be comparable to similarly-titled calculations by other companies as a result of different calculation methodologies. We believe tangible equity capital to be a more meaningful measure of our equity base as it includes stockholders' equity and junior subordinated notes (which we consider to be equity-like instruments due to their subordinated and long-term nature) and excludes identifiable intangible assets and goodwill (which are fully supported by equity). Prior to fiscal year 2008, our definition for tangible equity capital limited the amount of junior subordinated notes and preferred stock included in the calculation to 25% of tangible equity capital. The amounts excluded were approximately $237 million and $375 million in the fourth and third quarters of 2007, respectively. See the reconciliation on page 19.

(f) Total long-term capital includes long-term borrowings (excluding any borrowings with remaining maturities within one year of the financial statement date) and total stockholders' equity. We believe total long-term capital is useful to investors as a measure of our financial strength.

(g) The book value per common share calculation includes amortized restricted stock units granted under employee stock award programs, which have been included in total stockholders' equity.

(h) Leverage ratio is defined as total assets divided by total stockholders' equity.

(i) Net leverage ratio is defined as net assets (see note (c) above) divided by tangible equity capital (see note (e) above). We believe net leverage based on net assets to be a more useful measure of leverage, because it excludes certain low-risk, non-inventory assets and utilizes tangible equity capital as a measure of our equity base. Net leverage as presented is not necessarily comparable to similarly-titled measures provided by other companies in the securities industry because of different methods of presentation.





    LEHMAN BROTHERS HOLDINGS INC.
    CONSOLIDATED STATEMENT OF INCOME
    (Preliminary and Unaudited)
    (In millions, except per share data)

                                           Quarter Ended       % Change from
                                   Aug 31,  May 31,   Aug 31,  May 31, Aug 31,
                                    2008     2008       2007    2008    2007

    Revenues:
        Principal transactions   $(5,273)   $(3,442)   $1,612
        Investment banking           611        858     1,071
        Commissions                  569        639       674
        Interest and dividends     6,064      7,771    10,910
        Asset management
         and other                   432        414       472
           Total revenues          2,403      6,240    14,739
        Interest expense           5,306      6,908    10,431
           Net revenues           (2,903)      (668)    4,308    NM      NM

    Non-interest expenses:
        Compensation and
         benefits(a)               1,950      2,325     2,124
        Technology and
         communications              309        309       282
        Brokerage, clearance
         and distribution fees       232        252       224
        Occupancy                    202        188       170
        Professional fees            104        100       128
        Business development          68         87        91
        Other (b)                     56        158        84
           Total non-interest
            expenses               2,921      3,419     3,103    (15)%   (6)%
    Income before provision
     for income taxes             (5,824)    (4,087)    1,205
    Provision for income taxes    (1,897)    (1,313)      318
    Net income                   $(3,927)   $(2,774)     $887    (42)%   NM
    Net income applicable
     to common stock             $(4,090)   $(2,873)     $870    (42)%   NM

    Earnings per common share:
        Basic                     $(5.92)    $(5.14)    $1.61    (15)%   NM
        Diluted                   $(5.92)    $(5.14)    $1.54    (15)%   NM

(a) For the quarters ended August 31 and May 31, 2008, approximately $30 million and $140 million, respectively, of severance are included in Compensation and benefits.

(b) For the quarters ended May 31, 2008 and August 31, 2007, approximately $20 million and $44 million, respectively, of costs associated with the restructuring of the Firm's global residential mortgage origination business have been included in Other expenses.





    LEHMAN BROTHERS HOLDINGS INC.
    CONSOLIDATED STATEMENT OF INCOME
    (Preliminary and Unaudited)
    (In millions, except per share data)


                                             Nine Months Ended  % Change from
                                                  Aug 31,           Aug 31,
                                             2008         2007       2007

    Revenues:

        Principal transactions            $(7,943)      $7,421
        Investment banking                  2,336        3,071
        Commissions                         1,867        1,783
        Interest and dividends             23,469       30,557
        Asset management and other          1,285        1,281
           Total revenues                  21,014       44,113
        Interest expense                   21,078       29,246
           Net revenues                       (64)      14,867        NM

    Non-interest expenses:
        Compensation and benefits (a)       6,116        7,330
        Technology and communications         921          834
        Brokerage, clearance and
         distribution fees                    736          620
        Occupancy                             574          468
        Professional fees                     302          346
        Business development                  244          275
        Other (b)                             291          211
           Total non-interest expenses      9,184       10,084       (9)%
    Income before provision for income
     taxes                                 (9,248)       4,783
    Provision for income taxes             (3,036)       1,477        NM
    Net income                            $(6,212)      $3,306        NM
    Net income applicable to common
     stock                                $(6,498)      $3,255

    Earnings per common share:
        Basic                            $ (10.81)       $6.03        NM
        Diluted                          $ (10.81)       $5.71        NM

(a) For the nine months ended August 31, 2008, approximately $200 million of severance is included in Compensation and benefits.

(b) For the nine months ended August 31, 2008 and 2007, approximately $54 million and $44 million, respectively, of costs associated with the restructuring of the Firm's global residential mortgage origination business have been included in Other expenses.





    LEHMAN BROTHERS HOLDINGS INC.
    BUSINESS SEGMENT AND GEOGRAPHIC NET REVENUES
    (Preliminary and Unaudited)
    (In millions)

    Business Segments(a)            Quarter Ended            % Change from
                            Aug 31,     May 31,   Aug 31,    May 31,  Aug 31,
                             2008        2008      2007       2008     2007

    Capital Markets:
        Fixed Income        $(4,602)    $(2,975)   $1,058
        Equities                454         601     1,377
          Total              (4,148)     (2,374)    2,435      (75)%   NM

    Investment Banking:
        Global Finance - Debt   220         288       350
        Global Finance - Equity 160         330       296
        Advisory Services       231         240       425
          Total                 611         858     1,071      (29)%    (43)%

    Investment Management:
        Asset Management        360         496       468
        Private Investment
         Management             274         352       334
          Total                 634         848       802      (25)%    (21)%

    Total Net Revenues      $(2,903)      $(668)   $4,308     NM       NM


    Geographic Net Revenues
                                    Quarter Ended             % Change from
                             Aug 31,    May 31,     Aug 31,   May 31,  Aug 31,
                              2008       2008        2007      2008     2007

    Europe and the Middle
     East                     $(845)     $(499)     $1,496
    Asia-Pacific                (15)        57         728
        Total Non-Americas     (860)      (442)      2,224     (95)%   NM

    U.S.                     (2,078)      (290)      2,038
    Other Americas               35         64          46
        Total Americas       (2,043)      (226)      2,084    NM       NM

    Total Net Revenues      $(2,903)     $(668)     $4,308    NM       NM

(a) Certain prior-period amounts reflect reclassifications to conform to the presentation in the current period.




    LEHMAN BROTHERS HOLDINGS INC.
    BUSINESS SEGMENT AND GEOGRAPHIC NET REVENUES
    (Preliminary and Unaudited)
    (In millions)


    Business Segments (a)          Nine Months Ended Aug 31,  % Change from
                                      2008           2007      Aug 31, 2007

    Capital Markets:
        Fixed Income               $(7,316)        $5,132
        Equities                     2,465          4,398
          Total                     (4,851)         9,530      NM

    Investment Banking:
        Global Finance - Debt          830          1,318
        Global Finance - Equity        705            805
        Advisory Services              801            948
          Total                      2,336          3,071               (24)%

    Investment Management:
        Asset Management             1,474          1,344
        Private Investment
         Management                    977            922
          Total                      2,451          2,266                 8 %

    Total Net Revenues                $(64)       $14,867      NM



    Geographic Net Revenues         Nine Months Ended Aug 31, % Change from
                                       2008          2007       Aug 31, 2007

    Europe and the Middle East        $(584)       $4,693
    Asia-Pacific                      1,390         2,084
        Total Non-Americas              806         6,777               (88)%

    U.S.                             (1,025)        7,954
    Other Americas                      155           136
        Total Americas                 (870)        8,090      NM

    Total Net Revenues                 $(64)      $14,867      NM

(a) Certain prior-period amounts reflect reclassifications to conform to the presentation in the current period.





    LEHMAN BROTHERS HOLDINGS INC.
    RECONCILIATION OF AVERAGE STOCKHOLDERS' EQUITY TO
    AVERAGE TANGIBLE COMMON STOCKHOLDERS' EQUITY
    (Preliminary and Unaudited)
    (In millions)

                                            Quarter Ended
                            Aug 31,    May 31,   Feb 29,   Nov 30,   Aug 31,
                             2008       2008      2008      2007      2007
    Annualized net income
     applicable to common
     stock                 $(16,360)  $(11,491)   $1,860    $3,479    $3,480

    Average stockholders'
     equity                 $27,360    $25,554   $23,661   $22,112   $21,431
    Less: average
     preferred stock         (7,993)    (4,993)   (2,044)   (1,095)   (1,095)
    Average common
     stockholders' equity    19,367     20,561    21,617    21,017    20,336
    Less: average
     identifiable
     intangible assets
     and goodwill            (4,093)    (4,107)   (4,120)   (4,118)   (3,880)
    Average tangible
     common                                      $17,497   $16,899
     stockholders' equity   $15,274    $16,454                       $16,456
    Return on average
     common stockholders'
     equity                   NM         NM          8.6 %    16.6 %    17.1 %
    Return on average
     tangible common
     stockholders' equity     NM         NM         10.6 %    20.6 %    21.1 %



    LEHMAN BROTHERS HOLDINGS INC.
    ASSETS UNDER MANAGEMENT
    (Preliminary and Unaudited)

    Composition of Assets Under Management                     At
    (In billions)                                   Aug 31,  May 31,  Aug 31,
                                                     2008     2008      2007

    Equity                                            $98     $109      $104
    Fixed Income                                       93       75        72
    Money Markets                                      44       54        69
    Alternative Investments                            38       39        30
    Assets Under Management                          $273     $277      $275



                                                           Quarter Ended
                                                    Aug 31,  May 31,  Aug 31,
    Assets Under Management Rollforward              2008     2008     2007
    (In billions)

    Opening balance                                 $277       $277     $263
    Net additions/(subtractions)                      11         (9)      15
    Net market appreciation/(depreciation)           (15)         9       (3)
    Total increase/(decrease)                         (4)         -       12
    Ending balance                                  $273       $277     $275


    LEHMAN BROTHERS HOLDINGS INC.
    VALUE-AT-RISK (VaR) SUMMARY
    (Preliminary and Unaudited)


    VaR - Historical Simulation(a)                              Three Months
    (In millions)                            Average VaR Three  Ended Aug 31,
                                 At            Months Ended         2008
    Weighted basis        Aug 31,    May 31, Aug 31,   May 31,
                           2008       2008     2008     2008    High     Low

    Interest rate risk     $101        $88     $103     $109    $126     $86
    Equity price risk        49         41       39       46      49      25
    Foreign exchange risk     5         10        9       13      13       4
    Commodity risk           14         12       15       12      19      11
    Diversification benefit (58)       (47)     (56)     (57)
                           $111       $104     $110     $123    $130     $99



                                                                 Three Months
                                              Average VaR Three  Ended Aug 31,
                                 At             Months Ended         2008
    Unweighted basis        Aug 31,    May 31,  Aug 31,   May 31,
                           2008       2008     2008     2008      High   Low

    Interest rate risk      $69       $63       $69      $71      $76    $63
    Equity price risk        41        33        36       36       46     25
    Foreign exchange risk     5        10         9       14       12      4
    Commodity risk           14        12        15       12       19     11
    Diversification benefit (45)      (43)      (49)     (49)
                            $84       $75       $80      $84      $92    $72

(a) VaR is a statistical measure of the potential loss in the value of a trading portfolio due to adverse market movements of the underlying risk factors. VaR for our financial instrument inventory positions, estimated at a 95% confidence level over a one-day time horizon. This means that there is a 1-in-20 chance that daily trading net revenue losses on a particular day would exceed the reported VaR.





    LEHMAN BROTHERS HOLDINGS INC.
    LEVERAGE and NET LEVERAGE CALCULATIONS
    (Preliminary and Unaudited)
    (In millions)

                                               At
                      Aug 31,    May 31,     Feb 29,    Nov 30,     Aug 31,
                       2008       2008        2008       2007        2007
    Net assets:
      Total assets   $600,000   $639,432    $786,035   $691,063    $659,216
      Less:
        Cash and
         securities
         segregated
         and on
         deposit for
         regulatory
         and other
         purposes     (12,000)   (13,031)    (16,569)   (12,743)    (10,579)
        Collateralized
         lending
         agreements  (273,000)  (294,526)   (368,681)  (301,234)   (287,427)
        Identifiable
         intangible
         assets and
         goodwill      (4,085)    (4,101)     (4,112)    (4,127)     (4,108)
    Net assets       $310,915   $327,774    $396,673   $372,959    $357,102

    Tangible equity
     capital:
      Total
       stockholders'
       equity         $28,443    $26,276     $24,832    $22,490     $21,733
      Junior
       subordinated
       notes (a)        4,919      5,004       4,976      4,740       4,539
      Less:
       Identifiable
       intangible
       assets and
       goodwill        (4,085)    (4,101)     (4,112)    (4,127)     (4,108)
    Tangible equity
     capital (a)      $29,277    $27,179     $25,696    $23,103     $22,164

    Leverage (total
     assets / total
     stockholders'
     equity)            21.1x      24.3x       31.7x      30.7x      30.3x

    Net leverage (net
     assets / tangible
     equity capital)    10.6x      12.1x       15.4x      16.1x      16.1x

(a) Prior to fiscal year 2008, our definition for tangible equity capital limited the amount of junior subordinated notes and preferred stock included in the calculation to 25% of tangible equity capital. The amounts excluded were approximately $237 million and $375 million in the fourth and third quarters of 2007, respectively.





    LEHMAN BROTHERS HOLDINGS INC.
    RECONCILIATION TO RUN-RATE REVENUES
    (Preliminary and Unaudited)
    (In billions)

                                      August 31, 2008
              Estimated      MTM         Principal/    Debt      Run-Rate
                 Net     Adjustments(1)  Defensive   Valuation   Revenues
               Revenues                   Trading

    Total       ($2.9)     ($7.0)          ($0.8)      $1.4        $3.5

    Capital      (4.1)      (7.0)           (0.7)       1.4         2.2
    Markets
      Fixed      (4.6)      (7.1)           (0.4)       1.1         1.8
      Income
      Equities    0.5        0.1            (0.3)       0.3         0.4



                                         May 31, 2008
                           Net MTM        Principal/    Debt      Run-Rate
                 Net    Adjustments(1)    Defensive   Valuation   Revenues
               Revenues                    Trading

    Total       ($0.7)     ($4.1)           ($1.2)      $0.4        $4.2

    Capital      (2.4)      (4.1)            (1.3)       0.4         2.6
    Markets
      Fixed      (3.0)      (4.1)            (1.0)       0.3         1.8
      Income
      Equities    0.6          -             (0.3)       0.1         0.8

(1) The net impact represents the remaining impact from the components after deducting the impact of certain economic risk mitigation strategies.





    Lehman Brothers Holdings Inc.
    Mark to market adjustments
    (Unaudited)
    Gain/(Loss)
    (in billions)
                                             For the Three     For the Nine
                                             Months Ended      Months Ended
                                            August 31, 2008   August 31, 2008
                                           Gross    Net (1)  Gross    Net (1)


    Residential mortgage-related positions  $(5.3)  $(4.9)  $(10.7)   $(7.7)
    Other asset-backed-related positions     (0.6)   (0.5)    (1.2)    (1.0)
    Commercial mortgage and real estate-
     related investments (2)                 (1.7)   (1.6)    (4.0)    (3.9)
    Acquisition finance facilities (funded
     and unfunded)                           (0.2)   -        (1.2)    (0.9)

        Subtotal                            $(7.8)  $(7.0)  $(17.1)  $(13.5)

    Valuation of debt liabilities (3)         1.4     1.4      2.4      2.4

           Total                            $(6.4)  $(5.6)  $(14.7)  $(11.1)

(1) The net impact represents the remaining impact from the components after deducting the impact of certain economic risk mitigation strategies. Gross balances shown do not reflect the impact of economic hedges.

(2) Included within this category are valuation adjustments attributable to commercial mortgage-related positions, equity investments in real estate companies and debt and equity investments in parcels of land and related physical property.

(3) Represents the amount of gains on debt liabilities for which the Firm elected to fair value under SFAS No. 159. These gains represent the effect of changes in the Firm's credit spread and exclude any Interest income or expense as well as any gain or loss from the embedded derivative components of these instruments. Changes in valuations are allocated to the businesses in relation to the cash generated by, or funding requirements of, the underlying positions.





    Lehman Brothers Holdings Inc.
    Mortgage and asset-backed securities(1)
    (Unaudited)
    (in billions)

                                                              Percent Inc /
                                               At                 (Dec)
                                  August   May   Feb.   Nov.    Aug.   Aug.
                                    31,    31,    29,    30,    vs.    vs.
                                   2008   2008   2008   2007    May    Nov.

       Residential mortgages
         Securities                 $9.3  $15.0  $18.2  $16.7
         Whole loans                 6.3    8.3   11.9   14.2
         Servicing and other         1.6    1.6    1.7    1.2
           Subtotal(2)              17.2   24.9   31.8   32.1   (31)%  (46)%

       Commercial mortgages
         Whole loans               $15.5  $19.9  $24.9  $26.2
         Securities and other        8.5    9.5   11.2   12.7
           Subtotal                 24.0   29.4   36.1   38.9   (18)%  (38)%

       Other asset-backed
        securities                  $4.6   $6.5   $6.5   $6.2

             Total                 $45.8  $60.8  $74.4  $77.2   (25)%  (41)%

(1) Balances shown exclude those for which the Company transferred mortgage-related loans to securitization vehicles where such transfers were accounted for as secured financings rather than sales under SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities-a replacement of FASB Statement No. 125. The securitization vehicles issued securities that were distributed to investors. The Company does not consider itself to have economic exposure to the underlying assets in those securitization vehicles beyond the Company's retained interests (which are included above).

(2) Proforma for the effect of pending asset sales post-third quarter, residential mortgage balance would be approximately $13.2 billion.





    Lehman Brothers Holdings Inc.
    Residential mortgage-related
    (Unaudited)
    (in billions)
                                                               Percent Inc /
                                               At                 (Dec)
                                  August   May   Feb.   Nov.   Aug.    Aug.
                                    31,    31,    29,    30,    vs.     vs.
                                   2008   2008   2008   2007    May    Nov.

       Residential mortgages
         U.S.
          Alt-A/Prime (1)          $5.9  $10.2  $14.6  $12.7
          Subprime/Second Lien (2)  1.6    2.8    4.0    5.3
          Other U.S.                1.1    1.3    2.1    2.3
            Subtotal                8.6   14.3   20.7   20.3  (40)%  (58)%

         Europe                    $7.6   $9.3   $9.5  $10.2
         Asia-Pacific               0.5    0.7    0.7    0.5
         Other asset-backed         0.5    0.6    0.9    1.1

          Total(3)                $17.2  $24.9  $31.8  $32.1  (31)%  (46)%

(1) For purposes of this presentation, the Company has categorized U.S. residential mortgages frequently referred to as Alt-A within Prime. The Company generally defines U.S. Alt-A residential mortgage loans as those associated with borrowers who may have creditworthiness of "prime" quality but may have traits that prevent the loans from qualifying as "prime." Those traits could include documentation deficiencies related to the borrowers' income disclosure, referred to as partial or no documentation; or the underlying property may not be owner occupied despite full or lower documentation of the borrowers' income levels.

(2) The Company generally defines U.S. subprime residential mortgage loans as those associated with borrowers having a credit score in the range of 620 or lower using the Fair Isaac Corporation's statistical model, or having other negative factors within their credit profiles. We also include residential mortgage loans that were originated through BNC Mortgage LLC ("BNC") prior to its closure in the third quarter of the Company's 2007 fiscal year. BNC served borrowers with subprime qualifying credit profiles but also served borrowers with stronger credit history as a result of broker relationships or product offerings and such loans are also included in our subprime business activity.

(3) Proforma for the effect of pending asset sales post-third quarter, residential mortgage balance would be approximately $13.2 billion.





    Lehman Brothers Holdings Inc.
    Residential mortgage-related
    (Unaudited)
    (in billions)
                                                            Percent
                                               At            Change
                                      Aug.   May    Feb.   Aug.   Aug.
                                       31,    31,    29,   vs.     vs.
                                      2008   2008   2008   May    Feb.

    Residential mortgages
      U.S.
        Alt-A/Prime
          Whole loans                 $1.2   $2.1   $3.7
          Securities:
            AAA                        1.9    3.9    6.4
            Other RMBS(1)              1.2    2.6    2.8
          Servicing and Other          1.6    1.6    1.7
              Subtotal                 5.9   10.2   14.6   (42)%  (60)%

      Subprime/Second Lien
          Whole loans                 $0.6   $1.1   $1.3
          Securities:
            AAA                        0.2    0.9    1.6
            Other RMBS(1)              0.8    0.8    1.1
          Servicing and Other            -      -      -
              Subtotal                 1.6    2.8    4.0   (43)%  (60)%

      Other U.S.
          Whole loans                 $0.9   $1.0   $1.6
          Securities                   0.2    0.3    0.5
          Servicing and Other          -      -      -
              Subtotal                 1.1    1.3    2.1   (16)%  (48)%


      Europe
          Whole loans                 $3.1   $3.6   $5.0
          Securities                   4.5    5.7    4.5
          Servicing and Other          -      -      -
              Subtotal                 7.6    9.3    9.5   (18)%  (20)%

      Asia-Pacific
          Whole loans                 $0.5   $0.5   $0.3
          Securities                   -      0.2    0.4
          Servicing and Other          -      -      -
              Subtotal                 0.5    0.7    0.7   (29)%  (29)%

      Asset-backed securities          0.5    0.6    0.9   (17)%  (44)%

      Total(2)                       $17.2  $24.9  $31.8   (31)%  (46)%

    (1) Includes amounts related to residuals.

(2) Proforma for the effect of pending asset sales post-third quarter, residential mortgage balance would be approximately $13.2 billion.





    Lehman Brothers Holdings Inc.
    Commercial mortgage and real estate-related investments
    (Unaudited)
    (in billions)

                                                             Percent Inc /
                                               At                (Dec)
                                   Aug.   May    Feb.   Nov.  Aug.    Aug.
                                    31,    31,    29,    30,   vs.     vs.
                                   2008   2008   2008   2007   May    Nov.

       Commercial mortgages
         Whole loans               $15.5  $19.9  $24.9  $26.2
         Securities and other        8.5    9.5   11.2   12.7
           Subtotal                 24.0   29.4   36.1   38.9   (18)%  (38)%

      Real estate held for sale
       (1)                          $8.6  $10.4  $12.9  $12.8

           Total                   $32.6  $39.8  $49.0  $51.7   (18)%  (37)%

(1) These positions are reflected within Real estate held for sale and are accounted for at the lower of its carrying amount or fair value less cost to sell. The Company makes equity and debt investments in entities whose underlying assets are real estate held for sale. The Company consolidates those entities in which we are the primary beneficiary in accordance with FIN No. 46-R, Consolidation of Variable Interest Entities (revised December 2003)- an interpretation of ARB No. 51. The Company does not consider itself to have economic exposure to the total underlying assets in those entities. The amounts presented are the Company's net investment and therefore exclude the amounts that have been consolidated but for which the Company does not consider itself to have economic exposure.





    Lehman Brothers Holdings Inc.
    Commercial mortgage and real estate-related investments
    (Unaudited)
    (in billions)

                              Aug 31, 2008 vs.
                        At      May 31, 2008
                     Aug. 31,   Inc / (Dec)         At Aug. 31, 2008
                       2008   Dollars   Percent  Americas  Europe  Asia

      Whole loans
        Senior         $15.8    $(3.7)    (19)%     $8.8   $3.2    $3.8
        Mezzanine        4.4     (1.5)    (25)%      3.6    0.5     0.4
      NPLs(2)            1.7     (0.2)    (12)%      0.2    0.0     1.4
      Equity             6.6     (0.6)     (9)%      4.0    1.4     1.2

      Securities         4.3     (1.0)    (20)%      0.6    3.2     0.5

        Total          $32.6    $(7.2)    (18)%    $17.1   $8.2    $7.3


                              May 31, 2008 vs.
                        At     Feb. 29, 2008
                      May 31,   Inc / (Dec)         At May 31, 2008
                       2008   Dollars   Percent  Americas  Europe  Asia


      Whole loans
        Senior        $19.5     $(4.8)    (20)%    $10.7   $4.7    $4.1
        Mezzanine       5.9      (1.3)    (18)%      4.6    0.7     0.6
      NPLs(2)           1.9      (0.1)     (3)%      0.2      -     1.7
      Equity            7.2      (1.0)    (12)%      4.5    1.5     1.2

      Securities        5.3      (2.2)    (29)%      0.9    3.8     0.6

        Total         $39.8     $(9.4)             $20.9  $10.7    $8.2


                           Aug. 31, 2008
                                     Average
                       Number of    Position             At Aug. 31, 2008
                       Positions    Value(1)     Fixed      Float

      Whole loans
        Senior             702       $22.4         6 %        94 %
        Mezzanine          231        19.2        33 %        67 %
      NPLs(2)              308         5.4
      Equity               571        11.5


                                                  Inv.       Non-Inv.  AA or
                                                 Grade        Grade    Better
      Securities           286        14.9        93 %        6 %       77 %

        Total            2,098       $15.6


                             May 31, 2008
                                     Average
                       Number of    Position             At May 31, 2008
                       Positions    Value(1)     Fixed     Float


      Whole loans
        Senior             875       $22.2         9 %       91 %
        Mezzanine          299        19.8        15 %       85 %
      NPLs(2)              327         5.8
      Equity               670        10.7

                                                 Inv.       Non-Inv.   AA or
                                                 Grade       Grade     Better
      Securities           371        14.2        94 %        6 %       77 %

        Total            2,542       $15.7

    (1) In millions.
    (2) NPLs are loans purchased as non-performing loans.



    Lehman Brothers Holdings Inc.
    Acquisition Finance Facilities (Funded and Unfunded) (1)
    (Unaudited)
    (in billions)

                                                              Percent Inc /
                                               At                 (Dec)
                                   Aug.    May   Feb.   Nov.   Aug.    Aug.
                                    31,    31,    29,   30,     vs.     vs.
                                   2008   2008   2008   2007    May    Nov.

      High grade
        Contingent                 $0.7   $1.7   $7.2  $10.2
        Unfunded                    1.9    1.1    0.8      -
        Funded                      0.7    3.7    2.9    1.7
          Subtotal                  3.3    6.5   10.9   11.9   (49)%  (72)%

      High yield
        Contingent                 $0.4   $0.4   $3.7   $9.7
        Unfunded                    1.8    2.1    2.2    2.7
        Funded                      4.9    9.0   11.9   11.5
          Subtotal                  7.1   11.5   17.8   23.9   (38)%  (70)%

          Total                   $10.4  $18.0  $28.7  $35.8   (42)%  (71)%

(1) For purposes of this presentation, high yield amounts are defined as commitments to or loans to companies rated BB+ or lower or equivalent ratings by recognized credit rating agencies, as well as non-rated securities or loans that in the Company's management's opinion are non-investment grade. Additionally and for purposes of this presentation, the Company has categorized amounts contingently committed as "Contingent"; amounts that were contingently committed in the prior period but unfunded in the current period as "Unfunded;" and amounts that were contingently committed in the prior period but funded in the current period as "Funded."

SOURCE Lehman Brothers Holdings Inc.