PEPSICO INC — Director's Dealing 2006

Feb 21, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSI BOTTLING GROUP INC (PBG)
CIK: 0001076405
Period of Report: 2006-02-16

Reporting Person: PEPSICO INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-16	Common Stock, par value $.01 per share	S	113000	—	Disposed	97962758	Direct
2006-02-17	Common Stock, par value $.01 per share	S	116400	—	Disposed	97846358	Direct

Footnotes

F1: All sales listed on this Form 4 were made by PepsiCo, Inc., on behalf of its affiliates pursuant to a plan adopted February 10, 2006, which is intended to comply with Rule 10b5-1(c).

F2: The shares with respect to this transaction were sold at prices ranging from $28.95 to $29.08.

F3: The shares with respect to this transaction were sold at prices ranging from $29.02 to $29.50.