Jefferies Financial Group Inc. — Director's Dealing 2008

May 22, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JEFFERIES GROUP INC /DE/ (JEF)
CIK: 0001084580
Period of Report: 2008-05-20

Reporting Person: LEUCADIA NATIONAL CORP (10% Owner)
Reporting Person: PHLCORP INC (10% Owner)
Reporting Person: Baldwin Enterprises, Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-20	Common Stock	P	750000	$18.38	Acquired	46242100	Indirect
2008-05-21	Common Stock	P	900000	$17.75	Acquired	47142100	Indirect

Footnotes

F1: Reflects shares of Jefferies common stock directly owned by Baldwin Enterprises, Inc. ("Baldwin") and indirectly owned by
Phlcorp, Inc. ("Phlcorp") and Leucadia National Corporation ("Leucadia"). Baldwin is a wholly-owned subsidiary of Phlcorp
and Phlcorp is a wholly-owned subsidiary of Leucadia.