PEPSICO INC — Director's Dealing 2007

Aug 21, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2007-08-17

Reporting Person: Carey Albert P (President and CEO Frito-Lay)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-08-17	PepsiCo, Inc. Common Stock	M	3387	$36.50	Acquired	97519	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	677	$69.25	Disposed	96842	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	1384	$69.26	Disposed	95458	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	1326	$69.27	Disposed	94132	Direct
2007-08-17	PepsiCo, Inc. Common Stock	M	2421	$38.50	Acquired	96553	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	819	$69.22	Disposed	95734	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	823	$69.25	Disposed	94911	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	779	$69.26	Disposed	94132	Direct
2007-08-17	PepsiCo, Inc. Common Stock	M	44945	$32.25	Acquired	139077	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	4747	$69.17	Disposed	134330	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	11603	$69.18	Disposed	122727	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	7500	$69.19	Disposed	115227	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	3561	$69.20	Disposed	111666	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	4500	$69.21	Disposed	107166	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	1881	$69.22	Disposed	105285	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	400	$69.23	Disposed	104885	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	2000	$69.24	Disposed	102885	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	2000	$69.25	Disposed	100885	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	200	$69.26	Disposed	100685	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	1200	$69.27	Disposed	99485	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	2500	$69.28	Disposed	96985	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	1900	$69.29	Disposed	95085	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	500	$69.30	Disposed	94585	Direct
2007-08-17	PepsiCo, Inc. Common Stock	S	453	$69.31	Disposed	94132	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-08-17	Employee Stock Option (right to buy)	$32.25	M	44945	Disposed	2010-01-31	PepsiCo, Inc. Common Stock (44945)	Direct
2007-08-17	Employee Stock Option (right to buy)	$38.50	M	2421	Disposed	2009-01-31	PepsiCo, Inc. Common Stock (2421)	Direct
2007-08-17	Employee Stock Option (right to buy)	$36.50	M	3387	Disposed	2008-01-31	PepsiCo, Inc. Common Stock (3387)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	81.6	Indirect

Footnotes

F1: Reflects number of shares held under the reporting person's account in the PepsiCo 401(k) Plan as of August 17, 2007.