8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): February 12, 2008

LEVI STRAUSS & CO.

(Exact name of registrant as specified in its charter)

DELAWARE	002-90139	94-0905160
(State or Other Jurisdiction	(Commission File Number)	(I.R.S. Employer
of Incorporation)		Identification No.)

1155 BATTERY STREET
SAN FRANCISCO, CALIFORNIA 94111

(Address of principal executive offices, including zip code)

(415) 501-6000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))

ITEM 2.02  Results of Operations and Financial Condition.

     On February 12, 2008, we issued a press release announcing our fourth quarter and fiscal year 2007 financial results.

     A copy of the press release is attached hereto as exhibit 99.1.

ITEM 7.01  Regulation FD Disclosure.

     On February 12, 2008, we delivered a presentation to participants in our investor call entitled “Levi Strauss & Co. Fourth Quarter & Fiscal Year 2007.”

     A copy of the presentation is attached hereto as exhibit 99.2.

ITEM 9.01.  Financial Statements and Exhibits.

(c) Exhibits.

99.1	Press release, dated February 12, 2008 announcing Levi Strauss & Co.’s fourth quarter and fiscal year 2007 financial results.
99.2	Presentation, dated February 12, 2008, entitled “Levi Strauss & Co. Fourth Quarter & Fiscal Year 2007.”

SIGNATURES

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.

	LEVI STRAUSS & CO.
DATE: February 12, 2008		By:	/s/ Heidi L. Manes
		Name:	Heidi L. Manes
		Title:	Vice President, Controller

EXHIBIT INDEX

Exhibit Number		Description
	99.1	Press release, dated February 12, 2008 announcing Levi Strauss & Co.’s fourth quarter and fiscal year 2007 financial results.
	99.2	Presentation, dated February 12, 2008, entitled “Levi Strauss & Co. Fourth Quarter & Fiscal Year 2007.”

EX-99.1

Exhibit 99.1

LEVI
STRAUSS
   & Co.
  NEWS

1155 Battery Street, San Francisco, CA 94111

Investor Contact:	Moira Conlon The Abernathy MacGregor Group (213) 630-6550
Media Contact:	Jeff Beckman Levi Strauss & Co. (415) 501-3317

LEVI STRAUSS & CO. ANNOUNCES FOURTH-QUARTER AND
FISCAL-YEAR 2007 FINANCIAL RESULTS

• Net Revenues Up 2% in the Fourth Quarter and 4% in the Fiscal-Year

• Fiscal-Year Net Income Increases 93% Driven by $215 Million Tax Benefit

SAN FRANCISCO (February 12, 2008) — Levi Strauss & Co. (LS&CO.) today announced financial results for the fourth quarter and fiscal year ended November 25, 2007.

Net revenues for the fourth quarter improved 2 percent to $1.3 billion compared to the same period last year, and increased 4 percent to $4.4 billion for fiscal 2007 compared with the previous year on a reported basis. Excluding currency effects, net revenues decreased by 2 percent in the quarter compared with the same period in 2006, reflecting declining sales in North America. For the fiscal year, net revenues increased 1 percent excluding currency effects compared to 2006, driven by sales growth in Asia-Pacific emerging markets, Europe and the U.S. Levi’s® brand.

Income before income tax increased 9 percent to $376 million for fiscal 2007 compared with $345 million in fiscal 2006. Net income increased in the fourth quarter by 179 percent or $171 million to $267 million compared to the same period last year. For the full fiscal year, net income grew to $460 million, a 93 percent gain over the prior year. Increases in both periods were primarily driven by an approximately $215 million non-recurring, non-cash reversal of deferred tax asset valuation allowances in the fourth quarter. The reversal was the result of improvements in business performance and revised income tax expectations as part of the ongoing review of open tax years with the IRS.

“In 2007 we continued to make good progress on growing the Levi’s® brand around the world, upgrading our Levi’s® and Dockers® products, and expanding our retail network,” said John Anderson, president and chief executive officer. “I’m particularly pleased with the solid performance of our European business. Although the company had a challenging fourth quarter, we improved our financial strength in 2007.

“Looking ahead, we anticipate a difficult retail environment in several markets around the world. We will focus on product innovation, retail expansion and optimizing our global presence in more than 110 countries.”

— more —

LS&CO. FY 2007 Results/Add One
February 12, 2008

Fourth Quarter 2007 Highlights

§	Net revenues in the fourth quarter in North America decreased 3 percent compared to the same period of 2006, mostly due to declines in the Signature by Levi Strauss & Co.™ business in the United States. Fourth quarter net revenues in Europe increased 16 percent year over year on a reported basis, and 5 percent excluding the positive currency impact. Net revenues in Asia Pacific grew 3 percent on a reported basis, and declined 4 percent excluding the positive currency impact.
§	Gross profit in the fourth quarter increased to $595 million compared with $593 million for the same period of 2006. Gross margin decreased to 47.4 percent of revenues for the fourth quarter compared with 48.0 percent of revenues in the fourth quarter of 2006, primarily reflecting higher levels of sales allowances and discounts in North America and Asia Pacific.
§	Selling, general and administrative expenses decreased to $403 million for the fourth quarter from $422 million in the same period of 2006. Lower expenses in the 2007 period are attributable to decreases in incentive compensation and advertising and promotion expenses, and a postretirement benefit plan curtailment gain, partially offset by increased expenses related to company-operated retail stores.
§	Operating income for the fourth quarter increased to $190 million compared to $170 million for the same period of 2006, reflecting higher net revenue and lower SG&A.
§	Interest expense for the fourth quarter decreased 21 percent to $49 million compared to $62 million in the fourth quarter of 2006. The decrease was primarily attributable to lower debt levels and lower average interest rates during the quarter due to the company’s debt refinancing actions taken since 2006.
§	Net income for the fourth quarter was $267 million compared to $96 million in the same period of 2006. This result reflects a non-recurring, non-cash tax benefit of approximately $215 million, as well as a reduction of interest expenses of $13 million, partially offset by a $42 million higher loss on early extinguishment of debt.

— more —

LS&CO. FY 2007 Results/Add Two
February 12, 2008

Fiscal Year 2007 Highlights

§	For the fiscal year, the 4 percent increase in net revenues reflected growth in Europe and Asia Pacific, with stability in North America. Net revenues increased by 1 percent before the benefit of favorable currency exchange rates. Growth was driven by Asia Pacific emerging markets, the European region, and the U.S. Levi’s® brand, which all benefited from incremental sales in brand-dedicated stores worldwide.
§	Gross profit in the fiscal year increased by 3 percent to $2,042 million compared with $1,976 million in 2006. Gross margin decreased to 46.8 percent of revenues for the year compared with 47.1 percent of revenues in 2006.
§	Selling, general and administrative expenses increased 3 percent to $1,387 million for 2007 compared to the prior year. Excluding the effect of changes in foreign currency exchange rates, SG&A would have decreased slightly for the year. Lower incentive compensation expenses and a higher benefit plan curtailment gain were offset by increased selling expenses across all business segments, reflecting additional company-operated stores and Asia Pacific’s business growth.
§	Operating income increased $27 million to $641 million compared to $614 million in 2006. The operating margin for 2007 was consistent with the prior year at 14.7 percent compared to 14.6 percent in 2006.
§	Interest expense for the year decreased 14 percent to $216 million compared to $251 million in 2006. The decrease was primarily attributable to lower debt levels and lower average interest rates in 2007 following the company’s refinancing and debt reduction activities in 2007 and 2006. In 2007, the company reduced its debt balance by more than $250 million.
§	Net income for 2007 was $460 million compared to $239 million in the prior year. The increase in net income was primarily due to the approximately $215 million non-recurring, non-cash reduction in tax expense recorded in 2007, as well as lower interest expense and the higher benefit plan curtailment gain compared to the prior year.
§	Strong operating cash flow in 2007 is attributable to improved inventory management, lower contributions to pension plans and lower income tax payments.

— more —

LS&CO. FY 2007 Results/Add Three
February 12, 2008

“We continued to improve our financial strength in 2007, delivering solid operating margins while investing in our brands and systems. We also reduced debt by more than $250 million and secured lower interest rates in our debt restructuring actions taken during the year, helping us further reduce interest expense,” said Hans Ploos van Amstel, Chief Financial Officer. “In 2008, we are continuing to focus on cash flow and building our brands. Our improved financial strength will help us as we face the economic uncertainty ahead.”

Investor Conference Call

The company’s full-year 2007 and fourth-quarter investor conference call will be available through a live audio Webcast at http://levistrauss.com/news/webcast.htm today, February 12, 2008, at 1 p.m. PST/4 p.m. EST. A replay is available on the Web site the same day and will be archived for one month. A telephone replay also is available through February 19 at 800-642-1687 in the United States and Canada, or 706-645-9291 internationally; I.D. No. 32616149.

This news release contains, in addition to historical information, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements on our current assumptions, expectations and projections about future events. We use words like “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions to identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements are necessarily estimates reflecting the best judgment of our senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Investors should consider the information contained in our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the fiscal year ended 2007, especially in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections. Other unknown or unpredictable factors also could have material adverse effects on our future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this news release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this news release. We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this news release to reflect circumstances existing after the date of this news release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized.

# # #

LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

	November 25,			November 26,
	2007			2006
	(Dollars in thousands)
ASSETS
Current Assets:
Cash and cash equivalents	$	155,914		$	279,501
Restricted cash		1,871			1,616
Trade receivables, net of allowance for doubtful accounts of $14,805 and $17,998		607,035			589,975
Inventories:
Raw materials		17,784			13,543
Work-in-process		14,815			13,479
Finished goods		483,265			523,041
Total inventories		515,864			550,063
Deferred tax assets, net		133,180			101,823
Other current assets		75,647			86,292
Total current assets		1,489,511			1,609,270
Property, plant and equipment, net of accumulated depreciation of $605,859 and $530,513		447,340			404,429
Goodwill		206,486			203,989
Other intangible assets, net		42,775			42,815
Non-current deferred tax assets, net		511,128			457,105
Other assets		153,426			86,457
Total assets	$	2,850,666		$	2,804,065
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ DEFICIT
Current Liabilities:
Short-term borrowings	$	10,339		$	11,089
Current maturities of long-term debt		70,875			—
Current maturities of capital leases		2,701			1,608
Accounts payable		243,630			245,629
Restructuring liabilities		8,783			13,080
Other accrued liabilities		248,159			194,601
Accrued salaries, wages and employee benefits		218,325			261,234
Accrued interest payable		30,023			61,827
Accrued income taxes		9,420			14,226
Total current liabilities		842,255			803,294
Long-term debt		1,879,192			2,206,323
Long-term capital leases, less current maturities		5,476			3,086
Postretirement medical benefits		157,447			379,188
Pension liability		147,417			184,090
Long-term employee related benefits		113,710			136,408
Long-term income tax liabilities		35,122			19,994
Other long-term liabilities		48,123			46,635
Minority interest		15,833			17,138
Total liabilities		3,244,575			3,796,156
Commitments and contingencies (Note 7)
Temporary equity		4,120			1,956
Stockholders’ deficit:
Common stock—$.01 par value; 270,000,000 shares authorized; 37,278,238 shares issued and outstanding		373			373
Additional paid-in capital		92,650			89,837
Accumulated deficit		(499,093	)		(959,478	)
Accumulated other comprehensive income (loss)		8,041			(124,779	)
Total stockholders’ deficit		(398,029	)		(994,047	)
Total liabilities, temporary equity and stockholders’ deficit	$	2,850,666		$	2,804,065

The notes accompanying our consolidated financial statements in our Form 10-K are an integral part of these consolidated financial statements.

LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME

	Year Ended			Year Ended			Year Ended
	November 25,			November 26,			November 27,
	2007			2006			2005
	(Dollars in thousands)
Net sales	$	4,266,108		$	4,106,572		$	4,150,931
Licensing revenue		94,821			86,375			73,879
Net revenues		4,360,929			4,192,947			4,224,810
Cost of goods sold		2,318,883			2,216,562			2,236,962
Gross profit		2,042,046			1,976,385			1,987,848
Selling, general and administrative expenses		1,386,547			1,348,577			1,381,955
Restructuring charges, net		14,458			14,149			16,633
Operating income		641,041			613,659			589,260
Interest expense		215,715			250,637			263,650
Loss on early extinguishment of debt		63,838			40,278			66,066
Other income, net		(14,138	)		(22,418	)		(23,057	)
Income before income taxes		375,626			345,162			282,601
Income tax (benefit) expense		(84,759	)		106,159			126,654
Net income	$	460,385		$	239,003		$	155,947

The notes accompanying our consolidated financial statements in our Form 10-K are an integral part of these consolidated financial statements.

LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

	Year Ended			Year Ended			Year Ended
	November 25,			November 26,			November 27,
	2007			2006			2005
	(Dollars in thousands)
Cash Flows from Operating Activities:
Net income	$	460,385		$	239,003		$	155,947
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		67,514			62,249			59,423
Asset impairments		9,070			—			1,610
Loss (gain) on disposal of property, plant and equipment		444			(6,218	)		(5,750	)
Unrealized foreign exchange gains		(7,186	)		(16,826	)		(16,504	)
Realized loss on foreign currency contracts not designated for hedge accounting		16,137			—			—
Postretirement benefit plan curtailment gains		(52,763	)		(29,041	)		—
Write-off of unamortized costs associated with early extinguishment of debt		17,166			17,264			12,473
Amortization of deferred debt issuance costs		5,192			8,254			12,504
Stock-based compensation		4,977			2,985			—
Allowance for doubtful accounts		615			(1,021	)		4,858
Deferred income taxes		(150,079	)		39,452			1,827
Change in operating assets and liabilities:
Trade receivables		(18,071	)		46,572			(22,110	)
Inventories		40,422			(6,095	)		3,130
Other current assets		19,235			(3,254	)		8,191
Other non-current assets		(10,598	)		1,730			(24,901	)
Accounts payable and other accrued liabilities		16,168			18,536			(38,444	)
Income tax liabilities		9,527			(14,918	)		(78,066	)
Restructuring liabilities		(8,134	)		(2,855	)		(25,648	)
Accrued salaries, wages and employee benefits		(87,843	)		(41,433	)		(13,005	)
Long-term employee related benefits		(32,634	)		(55,655	)		(79,329	)
Other long-term liabilities		1,973			3,847			(827	)
Other, net		754			(696	)		844
Net cash provided by (used for) operating activities		302,271			261,880			(43,777	)
Cash Flows from Investing Activities:
Purchases of property, plant and equipment		(92,519	)		(77,080	)		(41,868	)
Proceeds from sale of property, plant and equipment		3,881			9,139			11,528
Acquisition of retail stores		(2,502	)		(1,656	)		(2,645	)
Acquisition of Turkey minority interest		—			—			(3,835	)
Cash inflow from net investment hedges		—			—			2,163
Foreign currency contracts not designated for hedge accounting		(16,137	)		—			—
Net cash used for investing activities		(107,277	)		(69,597	)		(34,657	)
Cash Flows from Financing Activities:
Proceeds from issuance of long-term debt		669,006			475,690			1,031,255
Repayments of long-term debt		(984,333	)		(620,146	)		(979,253	)
Net decrease in short-term borrowings		(1,711	)		(63	)		(2,975	)
Debt issuance costs		(5,297	)		(12,176	)		(24,632	)
Restricted cash		(58	)		1,467			(1,323	)
Dividends to minority interest shareholders of Levi Strauss Japan K.K.		(3,141	)		—			—
Net cash (used for) provided by financing activities		(325,534	)		(155,228	)		23,072
Effect of exchange rate changes on cash		6,953			2,862			(4,650	)
Net increase (decrease) in cash and cash equivalents		(123,587	)		39,917			(60,012	)
Beginning cash and cash equivalents		279,501			239,584			299,596
Ending cash and cash equivalents	$	155,914		$	279,501		$	239,584
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest	$	237,017		$	229,789		$	238,683
Income taxes		52,275			83,492			197,315
Restructuring initiatives		13,322			16,998			43,112

The notes accompanying our consolidated financial statements in our Form 10-K are an integral part of these consolidated financial statements.

EX-99.2

Exhibit 99.2

Levi Strauss & Co. Fourth Quarter & Fiscal Year 2007 Presented by: Hans Ploos van Amstel Chief Financial Officer February 12, 2008 This presentation should be read in conjunction with Levi Strauss & Co.'s annual report on Form 10-K for the fiscal year ended November 25, 2007.

Net revenue growth helped by currency. Strong gross and operating margins. Net income reflects lower interest, substantial tax benefit. 1 LS&CO. Q4 / FY 2007 - Income Statement Overview

2 LS&CO. Q4 / FY 2007 - Regional Overview 2007 net revenues in North America reflect slower second half. Net revenues up in Europe, further helped by currency. Asia Pacific net revenues up; operating income reflects higher inventory markdowns.

3 LS&CO. Full Year 2007 - Cash Flow Overview Operating activities: Lower taxes, pensions and inventory management. Investing activities: Retail network and SAP. Financing activities: Two refinancings, +$250 million gross debt reduction.

4 Key Conclusions Healthy operating margins. Debt restructured, more than $250 million debt reduction. Solid cash flow while investing in the business. Strong net income reflects tax benefit. Continued focus on cash flow and building our brands.