LEVI STRAUSS & CO.

                    DEFERRED COMPENSATION PLAN FOR EXECUTIVES


                                    AMENDMENT




         WHEREAS,  LEVI STRAUSS & CO.  ("LS&CO.")  maintains the Levi Strauss &
Co.  Deferred  Compensation  Plan for  Executives  (the "Plan");

         WHEREAS, Article 10 of the Plan provides that the Board of Directors of
LS&CO. is authorized to amend the Plan;

         WHEREAS, LS&CO. desires to amend the Plan to add a fixed eleven percent
(11%) interest  measurement standard under Article 5 of the Plan effective as of
March 1, 2000;

         WHEREAS,  by resolutions duly adopted on April 23, 1996, the Board of
Directors of LS&CO.  authorized Robert D. Haas,  Chairman of the Board, to adopt
certain  amendments  to the Plan and to  delegate to certain  other  officers of
LS&CO. the authority to adopt certain amendments to the Plan; and

         WHEREAS,  on December  2, 1996,  Robert D. Haas  delegated  to Donna J.
Goya,  Senior Vice President of Global Human  Resources,  the authority to amend
the Plan, subject to specified limits, and such delegation has not been amended,
rescinded or superseded as of the date hereof; and

         WHEREAS, the amendments herein are within such limits to the delegated
authority of Donna J. Goya;

         NOW, THEREFORE, the Plan is hereby amended as follows,  effective as of
the dates set forth below:

1.       Paragraph  (b)(1) of Article 5 of the Plan is hereby amended, effective
         as of March 1, 2000,  by adding the following to the end thereof:

                  "Notwithstanding  the  foregoing,  if a  Participant  does not
         select an investment fund under  subparagraph  (a), above, with respect
         to Deferred  Compensation  under the Plan, income on the entire balance
         of a  Participant's  account  shall be tracked  and valued on a monthly
         basis as follows:

                  (i)      for  any  month  prior  to  March  1,  2000,  at  the
                           applicable  rate as  specified  under the prior  Plan
                           document,  on the last day of the  calendar  month on
                           which the interest is valued,

                  (ii)     for any month beginning on or after March 1, 2000:



                           (A)      with respect to any amounts  deferred  under
                                    the Plan prior to March 1, 2000 and eligible
                                    to be  tracked  and  valued  at  one-twelfth
                                    (1/12)  of  the  annual  rate   charged  for
                                    commercial loans, as most recently announced
                                    by  Bank  of  America   in  San   Francisco,
                                    California, effective on the last day of the
                                    calendar  month on  which  the  interest  is
                                    valued,   plus  one-twelfth  (1/12)  of  two
                                    percent  (2%) per annum  (referred to herein
                                    as the "Prime Plus 2% Tracking Option"),  at
                                    the greater of:

                                    (i)     one-twelfth (1/12) of eleven percent
                                            (11%) per annum; or

                                    (ii)    the Prime Plus 2% Tracking Option.

                           (B)      with respect to any amounts  deferred  under
                                    the Plan but not  eligible to be tracked and
                                    valued at the Prime Plus 2% Tracking Option,
                                    at one-twelfth (1/2) of eleven percent (11%)
                                    per annum.

                                                    * * * * *

         IN WITNESS WHEREOF, the undersigned has set her hand hereunto,  on this
___ day of March, 2000.

                                            LEVI STRAUSS & CO.


                                            ------------------------------------
                                            Donna J. Goya
                                            Senior Vice President