PEPSICO INC — Director's Dealing 2003

Oct 3, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2003-10-01

Reporting Person: AKERS JOHN F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-10-01	PepsiCo, Inc. Common Stock	A	1613.00	—	Acquired	26539.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-09-30	Phantom Stock Units	$	A	35.70	Acquired	2005-01-01	PepsiCo, Inc. Common Stock (35.70)	Direct
2003-09-30	Phantom Stock Units	$	A	28.01	Acquired		PepsiCo, Inc. Common Stock (28.01)	Direct
2003-09-30	Phantom Stock Units	$	A	6.59	Acquired	2005-07-01	PepsiCo, Inc. Common Stock (6.59)	Direct
2003-10-01	Phantom Stock Units	$	A	2400.17	Acquired		PepsiCo, Inc. Common Stock (2400.17)	Direct

Footnotes

F1: This number reflects the number of restricted stock units granted to the reporting person pursuant to his election to receive a portion of his compensation for serving as a director of PepsiCo, Inc. in restricted stock units. Restricted stock units are calculated on a one unit for one share basis.

F2: These phantom units convert to shares of PepsiCo Common Stock on a one-for-one basis.

F3: Acquired on various dates between January 2, 2003 and September 30, 2003 pursuant to PepsiCo's deferred compensation plan, at pri
ces ranging from $40.00 to $45.83.

F4: The exercisable date and expiration date of this security are to be determined.

F5: This security is exercisable upon the reporting person's retirement.