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): May 27, 2009

LEVI STRAUSS & CO.

(Exact name of registrant as specified in its charter)

DELAWARE	002-90139	94-0905160
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer 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))

TABLE OF CONTENTS

EX-10.1

EX-99.1

     Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) On May 27, 2009, Blake Jorgensen accepted an offer of employment as the Executive Vice President and Chief Financial Officer of Levi Strauss & Co. (the “Company”), to be effective approximately July 1, 2009. Upon his employment with the Company, Heidi Manes will step down as the Company’s Interim Chief Financial Officer and continue her role as Vice President and Controller. Previously, Mr. Jorgensen, 49, was Chief Financial Officer of Yahoo! Inc., an internet services company, starting in June 2007 until his employment with the Company. Prior to joining Yahoo!, Mr. Jorgensen was the Chief Operating Officer and Co-Director of Investment Banking at Thomas Weisel Partners, which he co-founded in 1998. From December 1998 to January 2002, Mr. Jorgensen served as a Partner and Director of Private Placement at Thomas Weisel Partners. From December 1996 to September 1998, Mr. Jorgensen was a Managing Director and Chief of Staff for the CEO and Executive Committee of Montgomery Securities and a Principal in the Corporate Finance Department of Montgomery Securities. Previously, Mr. Jorgensen worked as a management consultant at MAC Group/Gemini Consulting and Marakon Associates. Mr. Jorgensen holds a Bachelor’s degree from Stanford University and an M.B.A. from Harvard University.

The employment arrangement with Mr. Jorgensen provides for an annual base salary of $650,000. Mr. Jorgensen is also eligible to participate in the Company’s Annual Incentive Program at a target participation rate of 75% of his base salary which would result in a 2009 target value of $487,500, with a guaranteed 2009 award at a minimum of 50% of the target value, or $243,750. He will also receive a one-time signing bonus of $250,000 which is subject to prorated repayment if his employment with the Company does not exceed twenty-four months under certain conditions.

Mr. Jorgenson will also participate in the Company’s 2009 Equity Incentive Plan and receive 82,264 Stock Appreciation Rights (“SAR”) units, which includes a standard grant of 41,132 units and a one-time special grant of 41,132 units, pending approval by the Board of Directors. In addition, Mr. Jorgenson will receive 1.5 times the standard grant level in 2010 pending approval by the Board of Directors.

Mr. Jorgensen will also receive healthcare, life insurance and long-term savings program benefits, as well as benefits under the Company’s various executive perquisite programs, with an annual value of approximately $19,374, including a cash allowance of $15,000 per year.

Mr. Jorgensen’s employment is at-will and may be terminated by the Company or by Mr. Jorgensen at any time.

There is no understanding or arrangement between Mr. Jorgensen and any other person or persons with respect to his employment as the Chief Financial Officer and there are no family relationships between Mr. Jorgensen and any director or other executive officer or person nominated or chosen by the Company to become a director or executive officer. There have been no transactions, nor are there any currently proposed transactions, to which the Company was or is to be a participant in which Mr. Jorgensen or any member of his immediate family had, or will have, a direct or indirect material interest.

A copy of Mr. Jorgenson’s employment letter is attached as Exhibit 10.1 hereto and the press release announcing his employment is attached as Exhibit 99.1 hereto.

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.

DATE: May 28, 2009	LEVI STRAUSS & CO.
	By:	/s/ Heidi L. Manes
		Name:	Heidi L. Manes
		Title:	Vice President and Controller / Interim Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
10.1	Employment Offer Letter, dated May 27, 2009, between Levi Strauss & Co. and Blake Jorgensen
99.1	Press release, dated May 28, 2009, announcing the employment of Blake Jorgensen as Chief Financial Officer.

EX-10.1

Exhibit 10.1

May 27, 2009

Blake Jorgensen

Dear Blake:

I am delighted to confirm our offer of employment and your acceptance to join LS&CO. as Executive Vice President and Chief Financial Officer, reporting to me. Your start date is anticipated to be on or before July 1, 2009. The details of our offer are as follows:

Work Location

• Your work location will be San Francisco, CA.

Salary

• Your starting salary will be $12,500.00 per week (approximately $650,000.00 per year). The position is assigned to the Executive Band in the company’s compensation program.

Annual Incentive Plan

• Your target participation in the Annual Incentive Program (AIP) is 75% of your base salary, with a 2009 target value of $487,500. Your award opportunity under this plan is up to 200% of target value as determined by your individual performance and the performance of the company. Your 2009 AIP award will not be prorated if your start date is on or before July 1, 2009. In addition, we guarantee your 2009 AIP award at a minimum 50% of target. This payment will be made in the first quarter of 2010. A detailed explanation of the program is included with this letter.

Long Term Incentive — Stock Appreciation Rights

•

You will participate in the Company’s Senior Executive Equity Incentive Plan. For 2009, you will receive Stock Appreciation Rights (SARs) totalling 82,264 units. This includes a standard grant of 41,132 units and a one-time special grant of 41,132 units. These grants will be made in July 2009 pending Board of Directors approval of the strike price for your grant. Further details regarding your grant will be provided along with your SARs Grant Notice in July 2009.

For 2010, you will receive a Stock Appreciation Rights (SARs) grant of one and one half times the standard grant level for your position. This grant will be made in February 2010 pending Board of Directors approval of the strike price for the grant. Further details regarding your grant will be provided along with your SARs Grant Notice in February 2010.

Jorgensen — 2

Signing Bonus

• You will receive a one-time signing bonus of $250,000.00 (gross), paid within 30 days of your hire date.

• This signing bonus is offered in anticipation of the contributions you will make to our business over time. In the event that you resign before completing twenty-four months (24 - -months) of employment, or you are terminated for cause before twenty-four months (24 -months) of employment, you will be required to repay the prorated, remaining balance of your signing bonus. Any such repayment may be deducted in whole or in part from any final payments due to you.

• Enclosed you will find a Signing Bonus Acknowledgment and Payback Agreement. Please sign and return the Payback Agreement.

Benefits

• Our offer also includes participation in our flexible benefits program. There are a number of benefit options available to you in the areas of health care and life insurance, as well as our long term savings programs which provide important tax advantages for your savings.

• You are eligible to participate in the executive perquisite programs associated with a position at your level. The total benefit of these programs, including parking and the perquisite cash allowance, is approximately $19,374.00. The value of the perquisite cash allowance is $15,000.00 per year, paid out to you in two installments each year. The first payment is in January and the second is in June.

• We will make an exception and you will accrue four weeks of TOPP (Time Off with Pay Program) during your first year of employment.

The above describes some of the terms of Levi Strauss and Company’s compensation and benefit programs, which may be updated periodically. The official documents govern in all cases. Questions about your compensation, benefits or other Human Resources related issues may be directed to Cathy Unruh, Sr. Vice President, Human Resources, at (415) 501-6588.

Worldwide Code of Business Conduct

• You will be provided you with a copy of the Worldwide Code of Business Conduct (“WCOBC”). The WCOBC sets out basic principles to guide all employees of the company with how LS&CO. conducts business while at the same time provides helpful guideposts for behavior while on the job. You will find enclosed with this letter a copy of the Statement of Commitment which each employee is required to sign agreeing to abide by the principles set forth in the WCOBC. Compliance with the WCOBC is a fundamental condition of employment. Please bring the form on your first day. If you should have any questions, please let me know before your start date.

Jorgensen — 3

Other

• You will need to provide evidence that you are legally authorized to work in the United States. Please refer to the attached sheet for the type of evidence required according to the government’s I-9 regulations. Your employment is specifically conditioned upon your providing this information within 72 hours of your start date.

• LS&CO. expects your association with the company will be mutually beneficial. Nonetheless, LS&CO. is an “at-will employer,” which means you or LS&CO. can terminate your employment at LS&CO. at any time with or without cause, and with or without notice. Only the President, Chief Executive Officer or Senior Vice President of Human Resources can authorize an employment agreement to the contrary and then such employment agreement must be in writing.

Blake, we are very excited about you joining the company. We are confident that you will make a valuable contribution to Levi Strauss & Co.’s business.

Sincerely,

/s/ John Anderson
John Anderson
President and Chief Executive Officer

CC:                Cathy Unruh, Sr. Vice President, Human Resources

Attachments: I-9 Requirements
Signing Bonus Acknowledgment
Code of Conduct
Annual Incentive Plan

/s/ Blake Jorgensen	May 27, 2009
Signed: Blake Jorgensen	Date

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Investor Contact:	Roger Fleischmann	Media Contact:	Jeff Beckman
	Levi Strauss & Co.		Levi Strauss & Co.
	(800) 438-0349		(415) 501-3317

LEVI STRAUSS & CO. APPOINTS NEW CHIEF FINANCIAL OFFICER

Yahoo! CFO brings Global Finance and Strategic Experience
to World’s Leading Jeanswear Company

SAN FRANCISCO (May 28, 2009) – Levi Strauss & Co. (LS&CO.) today named Blake Jorgensen the company’s new executive vice president and chief financial officer, effective July 1, 2009. Jorgensen is currently the chief financial officer for Yahoo! Inc., a leading global Internet company. He will report directly to LS&CO.’s Chief Executive Officer John Anderson.

“Blake is a seasoned finance executive who brings a broad background of leadership, operational and strategic experience to Levi Strauss & Co.,” said Anderson. “He has a successful track record of working with global consumer product companies and his deep financial experience will be a tremendous asset as we continue to position the company for future growth.”

Prior to joining Yahoo!, Jorgensen co-founded Thomas Weisel Partners in 1998, where he served as chief operating officer, co-director of investment banking and a member of the Executive Committee. He managed all aspects of the publicly traded investment bank. Jorgensen also managed the investment bank’s relationships with key investors and several strategic alliances with international partners.

Before founding Thomas Weisel Partners, Jorgensen served as a managing director and principal in the corporate finance department of Montgomery Securities, where he oversaw the integration of Montgomery Securities into NationsBank and Bank of America. Earlier in his career, he worked as an independent management consultant to global corporations and held strategic planning and consulting positions with MAC Group/Gemini Consulting and Marakon Associates.

“I’m excited to be part of an iconic company with leading global brands,” said Jorgensen. “The Levi’s® and Dockers® brands are loved by consumers around the world. Based on the strength of these brands, I believe there are tremendous opportunities ahead for growth worldwide. I look forward to working with John Anderson and the entire Levi Strauss & Co. worldwide leadership team to realize this growth potential.”

- more -

LS&CO. Appoints New Chief Financial Officer/Add One
May 28, 2009

Jorgensen takes over the chief financial officer role from Heidi Manes, the company’s vice president and controller, who has served as interim CFO for the past nine months.

“I want to thank Heidi for her strong leadership during the past nine months and our entire finance leadership team for continuing to build the financial strength of the company while we searched for our new CFO,” said Anderson. “Blake will work closely with Heidi once he is on board to ensure a smooth transition.”

Jorgensen holds a Bachelor of Arts from Stanford University with a major in Economics, and a Masters of Business Administration from Harvard Business School.

About Levi Strauss & Co.

Levi Strauss & Co. is one of the world’s largest branded apparel companies and the global leader in jeanswear, marketing its products in more than 110 countries worldwide. The company designs and markets jeans, casual wear and related accessories for men, women and children under the Levi’s®, Dockers® San Francisco and Signature by Levi Strauss & Co.™ brands. Levi Strauss & Co. reported fiscal 2008 net revenues of $4.4 billion.  For more information, go to http://levistrauss.com.

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on our current assumptions, expectations and projections about future events and are necessarily estimates reflecting the best judgment of our senior management. Actual results could differ materially from those suggested by the forward-looking statements due to risks and uncertainties including those disclosed in our filings with the U.S. Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended 2008, especially in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections and our other reports. In light of these or other unknown risks and uncertainties, 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 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.

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