8-K 1 oct8-k.txt SEC ORDER NO. 4-460 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 8, 2002 Levi Strauss & Co. (Exact name of registrant as specified in its charter) DELAWARE 333-36234 94-0905160 (State of Incorporation) (Commission File Number) (IRS Employer Identification Number) 1155 Battery Street San Francisco, California 94111 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (415) 501-6000 ITEM 9. REGULATION FD DISCLOSURE. On October 8, 2002, each of the Principal Executive Officer, Philip A. Marineau, and Principal Financial Officer, William B. Chiasson, of Levi Strauss & Co. (the "Company") submitted to the Securities and Exchange Commission (the "SEC") sworn statements pursuant to SEC Order No. 4-460. A copy of each of these statements is attached hereto as an Exhibit (99.1 and 99.2). Additionally, on October 8, 2002, the Company filed its Quarterly Report on Form 10-Q for the quarterly period ended August 25, 2002 (the "Report") with the SEC. Pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the certifications attached as Exhibit 99.3 to this Report are being made to accompany the Report. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 8, 2002 LEVI STRAUSS & CO. By /s/ William B. Chiasson ----------------------- William B. Chiasson Title: Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. ----------- 99.1 Statement under oath of the Principal Executive Officer of the Company made pursuant to SEC Order No. 4-460. 99.2 Statement under oath of the Principal Financial Officer of the Company made pursuant to SEC Order No. 4-460. 99.3 Certification pursuant to Section 906 of Principal Executive Officer and Principal Financial Officer dated October 8, 2002. Exhibit 99.1 Statement Under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Philip A. Marineau, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Levi Strauss & Co., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with Levi Strauss & Co.'s audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K of Levi Strauss & Co. filed with the Commission on February 7, 2002; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Levi Strauss & Co. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Philip A. Marineau Subscribed and sworn to ---------------------- before me this 4th day Philip A. Marineau of October 2002. October 4, 2002 /s/Vivian A. De Vera ----------------------- Notary Public My Commission Expires: July 26, 2003 Exhibit 99.2 Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, William B. Chiasson, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Levi Strauss & Co., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with Levi Strauss & Co.'s audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K of Levi Strauss & Co. filed with the Commission on February 7, 2002; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of Levi Strauss & Co. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ William B. Chiasson Subscribed and sworn to ----------------------- before me this 3rd day William B. Chiasson of October 2002. October 3, 2002 /s/Vivian A. De Vera ------------------------- Notary Public My Commission Expires: July 26, 2003 Exhibit 99.3 Certification by the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of Levi Strauss & Co., a Delaware corporation (the "Company"), does hereby certify that: 1. The accompanying Quarterly Report of the Company on Form 10-Q for the period ended August 25, 2002 (the "Report") fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934; and 2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the company as of, and for, the periods presented in the Report. /s/ Philip A. Marineau ---------------------- Philip A. Marineau President and Chief Executive Officer October 8, 2002 /s/ William B. Chiasson ----------------------- William B. Chiasson Senior Vice President and Chief Financial Officer October 8, 2002 This certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Form 10-Q or as a separate disclosure document.