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PEPSICO INC Director's Dealing 2006

Oct 10, 2006

29792_dirs_2006-10-10_3e3916f7-ca35-4122-85c5-60276fc831d2.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2006-10-01

Reporting Person: Johnston Hugh F (EVP, Operations)

Holdings (Non-Derivative)

Security Shares Ownership
PepsiCo, Inc. Common Stock 77109 Direct
PepsiCo, Inc. Common Stock 265.25 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (right to buy) $51.50 2012-03-31 PepsiCo, Inc. Common Stock (38447) Direct
Employee Stock Option (right to buy) $51.50 2012-03-31 PepsiCo, Inc. Common Stock (38447) Direct
Employee Stock Option (right to buy) $39.75 2013-01-31 PepsiCo, Inc. Common Stock (73962) Direct
Employee Stock Option (right to buy) $39.75 2012-01-31 PepsiCo, Inc. Common Stock (4403) Direct
Employee Stock Option (right to buy) $47.25 2014-01-31 PepsiCo, Inc. Common Stock (55464) Direct
Employee Stock Option (right to buy) $53.75 2015-01-31 PepsiCo, Inc. Common Stock (385) Direct
Employee Stock Option (right to buy) $57.50 2016-01-31 PepsiCo, Inc. Common Stock (360) Direct

Footnotes

F1: This number includes 76,309 restricted stock units granted to the reporting person as a portion of his compensation for serving as an officer of PepsiCo, Inc. Restricted stock units are calculated on a one unit for one share basis. These restricted stock units vest at various dates between February 1, 2007 and May 3, 2012. Vesting of all restricted stock units is contingent upon the reporting person's continued employment with the company.

F2: Reflects number of shares held under the reporting person's account in the PepsiCo 401(k) Plan as of October 1, 2006.