UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 13F
FORM 13F COVER PAGE
Report for the Calendar Year or Quarter Ended: 9/30/2008
Check here if Amendment [_]; Amendment Number:________
This Amendment (Check only one.): [_] is a restatement.
[_] adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name: Leucadia National Corporation
Address: 315 Park Avenue South, 20th Floor
New York, NY 10010
Form 13F File Number: 028-11122
The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.
Person Signing this Report on Behalf of Reporting Manager:
Name: Joseph A. Orlando
Title: Vice President and Chief Financial Officer
Phone: 212-460-1900
Signature, Place, and Date of Signing:
/s/ Joseph A. Orlando New York, NY November 13, 2008
------------------------------ ------------ -----------------
[Signature] [City, State] [Date]
Report Type (Check only one.):
[X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager
are reported in this report.)
[_] 13F NOTICE. (Check here if no holdings are in this report, and all
holdings are reported by other reporting manager(s).)
[_] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this
reporting manager are reported in this report and a portion are reported
by other reporting manager(s).)
List of Other Managers Reporting for this Manager:
FORM 13F SUMMARY PAGE
Report Summary:
Number of Other Included Managers: 0
Form 13F Information Table Entry Total: 8
Form 13F Information Table Value Total: $1,494,606
List of Other Included Managers:
No. Form 13F File Number Name
FORM 13F INFORMATION TABLE
Col. 1 Col. 2 Col. 3 Col. 4 Col. 5 Col. 6 Col. 7 Col. 8
------ ------ ------ ------ ------ ------ ------ ------
Title of Value Shrs or Sh/ Put/ Investment Other Voting Authority
Name of Issuer Class Cusip (x$1000) Prn Amt Prn Call Discretion Managers Sole Shared None
-------------- -------- ----- -------- ------- --- ---- ---------- -------- ---- ------ ----
AMERICREDIT CORP COM 03060R 10 1 331,407 32,715,440 SH SOLE 32,715,440
CAPITAL SOUTHWEST CORP COM 140501 10 7 2,809 19,776 SH SOLE 19,776
CRESUD S A C I F Y A SPONSORED
ADR 226406 10 6 35,324 3,364,174 SH SOLE 3,364,174
GEORESOURCES INC COM 372476 10 1 2,230 194,605 SH SOLE 194,605
INTERNATIONAL ASSETS
HLDG CO COM 459028 10 6 33,392 1,384,985 SH SOLE 1,384,985
JEFFERIES GROUP INC NEW COM 472319 10 2 1,088,313 48,585,385 SH SOLE 48,585,385
KEWAUNEE SCIENTIFIC CORP COM 492854 10 4 490 44,137 SH SOLE 44,137
UNITED WESTN BANCORP INC COM 913201 10 9 641 51,608 SH SOLE 51,608