UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)

Under the Securities Exchange Act of 1934
(Amendment No.  22)(1)

LONGS DRUG STORES CORPORATION

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

543162 10 1

(CUSIP Number)

December 31, 2003

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

ý	Rule 13d-1(b)
o	Rule 13d-1(c)
o	Rule 13d-1(d)

(1) The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.  543162 10 1
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Plans Policy Committee of Longs Drug Stores California, Inc. Employee Savings and Profit Sharing Plan #94-1059121
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		o
		(b)		o
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power -0-
			6.		Shared Voting Power 7,294,293
			7.		Sole Dispositive Power -0-
			8.		Shared Dispositive Power 7,294,293
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 7,294,293
	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
	11.	Percent of Class Represented by Amount in Row (9) 19.46%
	12.	Type of Reporting Person (See Instructions) EP

2

Item 1.
	(a)	Name of Issuer Longs Drug Stores Corporation
	(b)	Address of Issuer’s Principal Executive Offices P.O. Box 5222 Walnut Creek, California 94596
Item 2.
	(a)	Name of Person Filing Plans Policy Committee of Longs Drug Stores California, Inc. Employee Savings and Profit Sharing Plan
	(b)	Address of Principal Business Office or, if none, Residence P.O. Box 5222 Walnut Creek, California 94596
	(c)	Citizenship USA
	(d)	Title of Class of Securities Common Stock
	(e)	CUSIP Number 543162 10 1
Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
	(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	ý	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

3

Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: 7,294,293
	(b)	Percent of class:    19.46%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote    -0-
		(ii)	Shared power to vote or to direct the vote     7,294,293*
		(iii)	Sole power to dispose or to direct the disposition of    -0-
		(iv)	Shared power to dispose or to direct the disposition of    7,294,293

	*Shares allocated to a plan member’s account are voted by the plan member.  Shares that are not allocated to a plan member’s account and shares that are allocated to a plan member’s account but for which the trustee does not receive timely voting instructions, are voted by the trustee in the same proportion as those shares which the trustee properly receives directions.   Merrill Lynch Trust Company of California is trustee of the Employee Savings and Profit Sharing Plan.
Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.
	Not applicable.
Item 6.	Ownership of More than Five Percent on Behalf of Another Person
	Not applicable.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
	Not applicable.
Item 8.	Identification and Classification of Members of the Group
	Not applicable.
Item 9.	Notice of Dissolution of Group
	Not applicable.
Item 10.	Certification
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

4

Signature

The filing of this schedule shall not be construed as an admission that the reporting person is the beneficial owner of the following securities:

7,294,293 shares held by the Plan for Plan participants.

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

February 13, 2004

Date

/s/ Linda M. Watt

Signature

Linda M. Watt
Chairperson, Plans Policy Committee,
Longs Drug Stores California, Inc.
Employee Savings and Profit Sharing Plan

Name/Title

5