Lehman Brothers Financial SA (LEHNQ)

[cottonisking]

Continue,

I) The CTs' "Successors and Assigns" rights make the ranking of the CTs' LBHI class 10B junior subordinate notes claims a moot point as it relates to cash payments to the CTs' holders.

"SECTION 9

MISCELLANEOUS


9.1. Successors and Assigns.

All guarantees and agreements contained in this Guarantee shall bind
the successors, assigns, receivers, trustees and representatives of
the Guarantor and shall inure to the benefit of the Holders of the
Securities then outstanding.,"


https://www.sec.gov/Archives/edgar/data/806085/000104746903008869/a2105775zex-4_05.htm

II) "In addition, at all times such obligations will be structurally subordinated to the liabilities and obligations of the Guarantor's subsidiaries. "

Well, LBIE has paid its liabilities and obligations in full, so pay the CTs' holders.

Play it again Sam:

"In addition, at all times such obligations will be structurally subordinated to the liabilities and obligations of the Guarantor's subsidiaries." comment: The obligations of LBHI's subsidiaries to pay the CTs' holders!

$$$$$


"SECTION 6

LIMITATION OF TRANSACTIONS; SUBORDINATION
6.1. Limitation of Transactions.
So long as any Securities remain outstanding, if (i) there shall have occurred an event of default under the Indenture with respect to the Debentures, (ii) there shall be a Guarantee Event of Default or (iii) the Guarantor shall have given notice of its election of an Extension Period as provided in the certificate evidencing the Debentures and shall not have rescinded such notice, or such Extension Period or any extension thereof shall be continuing, then the Guarantor shall not, and shall not permit any subsidiary of the Guarantor, to (x) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Guarantor's capital stock or (y) make any payment of principal, interest or premium, if any, on or repay, repurchase or redeem any debt securities of the Guarantor that rank on a parity with or junior in interest to the Debentures or make any guarantee payments with respect to any guarantee by the Guarantor of the debt securities of any subsidiary of the Guarantor if such guarantee ranks on a parity with or junior in interest to the Debentures (other than (a) dividends or distributions in common stock of the Guarantor, (b) payments under this Guarantee, (c) any declaration of a dividend in connection with the implementation of a shareholders' rights plan, or the issuance of stock under any such plan in the future, or the redemption or repurchase of any such rights pursuant thereto, and (d) purchases of common stock related to the issuance of common stock or rights under any of the Guarantor's benefit plans).

6.2. Ranking.
This Guarantee will constitute an unsecured obligation of the Guarantor and will rank (i) subordinate and junior in right of payment to all other liabilities of the Guarantor, (ii) on a parity with the most senior preferred or preference stock now or hereafter issued by the Guarantor and with any guarantee now or hereafter entered into by the Guarantor in respect of any preferred securities of any Affiliate of the Guarantor and (iii) senior to the Guarantor's common stock. In addition, at all times such obligations will be structurally subordinated to the liabilities and obligations of the Guarantor's subsidiaries.

6.3. Subordination of Common Securities
If a Trust Enforcement Event has occurred and is continuing under the Declaration, the rights of the holders of the Common Securities to receive Guarantee Payments hereunder shall be subordinated to the rights of the Holders of the Preferred Securities to receive Guarantee Payments under this Guarantee.

15"


https://www.sec.gov/Archives/edgar/data/806085/000104746903008869/a2105775zex-4_05.htm