EXHIBIT 10.48


                               LEVI STRAUSS & CO.
                 EMPLOYEE LONG-TERM INVESTMENT AND SAVINGS PLAN

                                   AMENDMENTS


         WHEREAS,  LEVI  STRAUSS  & CO.  (the  "Company")   maintains  the  Levi
Strauss  & Co.  Employee  Long-Term Investment and Savings Plan (the "ELTIS");
and

         WHEREAS, pursuant to  Section 16.1 of the ELTIS, the Board of Directors
of the Company is  authorized to amend the ELTIS at any time and for any reason;
and

         WHEREAS, the Company  desires to  amend the ELTIS, effective January 1,
2002, in accordance with Regulations promulgated by the Internal Revenue Service
to eliminate all optional forms of benefit payable  thereunder in the form of an
annuity; and

         WHEREAS, by resolutions  duly  adopted  on  June 22, 2000, the Board of
Directors of the Company  authorized  Philip A.  Marineau,  President  and Chief
Executive  Officer,  to take  certain  actions  with respect to the ELTIS and to
further  delegate  to certain  officers of the  Company  the  authority  to take
certain actions with respect to the ELTIS; and

         WHEREAS, on June 22, 2000, Philip A. Marineau  delegated  to any Senior
Vice  President,  Human  Resources,  including  Fred D.  Paulenich,  Senior Vice
President of Worldwide  Human  Resources,  the authority to take certain actions
with respect to the ELTIS and such delegation has not been amended, rescinded or
superseded as of the date hereof; and

         WHEREAS, the amendment herein is within the delegated authority of Fred
D. Paulenich; and

         NOW THEREFORE,  effective as of  January 1, 2002,  the  ELTIS is hereby
amended by adding the following  sentence at the beginning of Subsection  9.4(b)
to read as follows:

                "(b)  ANNUITY  CONTRACT.  This  Subsection  9.4(b)  shall  apply
only  with   respect  to  any  distribution of  a  Plan  Benefit with an Annuity
Starting Date before January 1, 2002."

                                      * * *

         IN  WITNESS  WHEREOF, the undersigned  has  caused this Amendment to be
executed this ______ day of ________________________, 2001.

                     LEVI STRAUSS & CO.


                     By:      __________________________________________________
                              Fred D. Paulenich
                              Senior Vice President of Worldwide Human Resources