PEPSICO INC — Director's Dealing 2006

Feb 28, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2006-02-27

Reporting Person: ALLEN ROBERT E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-27	PepsiCo, Inc. Common Stock	M	3639	$32.98	Acquired	13269	Direct
2006-02-27	PepsiCo, Inc. Common Stock	S	839	$59.74	Disposed	12430	Direct
2006-02-27	PepsiCo, Inc. Common Stock	S	1900	$59.73	Disposed	10530	Direct
2006-02-27	PepsiCo, Inc. Common Stock	S	900	$59.72	Disposed	9630	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-02-27	Employee Stock Option (right to buy)	$32.98	M	3639	Disposed	2006-06-30	PepsiCo, Inc. Common Stock (3639)	Direct

Footnotes

F1: There is no price for this derivative security.