PEPSICO INC — Director's Dealing 2005

Feb 24, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSI BOTTLING GROUP INC (PBG)
CIK: 0001076405
Period of Report: 2005-02-22

Reporting Person: PEPSICO INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-02-22	Common Stock, par value $.01 per share	S	55000.00	—	Disposed	105248858.00	Direct
2005-02-23	Common Stock, par value $.01 per share	S	60000.00	—	Disposed	105188858.00	Direct

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $26.97 to $27.35.

F2: All sales listed on this Form 4 were made by PepsiCo, Inc. on behalf of its affiliates pursuant to a plan, adopted February 7, 20
05, which is intended to comply with Rule 10b5-1(c).

F3: The shares with respect to this transaction were sold at prices ranging from $26.55 to $27.13.