PEPSICO INC — Director's Dealing 2006

Oct 27, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2006-10-25

Reporting Person: WHITE MICHAEL D (Director, Chairman and CEO, PepsiCo Intl)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-10-25	PepsiCo, Inc. Common Stock	M	55506	$36.50	Acquired	332707	Direct
2006-10-25	PepsiCo, Inc. Common Stock	S	39200	$63.50	Disposed	293507	Direct
2006-10-25	PepsiCo, Inc. Common Stock	S	3472	$63.59	Disposed	290035	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-10-25	Employee Stock Option (right to buy)	$36.50	M	55506	Disposed	2008-01-31	PepsiCo, Inc. Common Stock (55506)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	4407.8	Indirect

Footnotes

F1: Reflects number of shares held under the reporting person's account in the PepsiCo 401(k) Plan as of October 25, 2006.

F2: There is no price for this derivative security.