PEPSICO INC — Director's Dealing 2009

Dec 10, 2009

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2009-11-30

Reporting Person: Abdalla Zein (CEO PepsiCo Europe)

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	59444	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$43.50	2011-01-31	PepsiCo, Inc. Common Stock (39844)		Direct
Employee Stock Option (right to buy)	$50.00	2012-01-31	PepsiCo, Inc. Common Stock (36480)		Direct
Employee Stock Option (right to buy)	$41.50	2012-07-17	PepsiCo, Inc. Common Stock (100000)		Direct
Employee Stock Option (right to buy)	$39.75	2013-01-31	PepsiCo, Inc. Common Stock (47705)		Direct
Employee Stock Option (right to buy)	$47.25	2014-01-31	PepsiCo, Inc. Common Stock (15372)		Direct
Employee Stock Option (right to buy)	$47.25	2013-01-31	PepsiCo, Inc. Common Stock (3411)		Direct
Employee Stock Option (right to buy)	$53.75	2015-01-31	PepsiCo, Inc. Common Stock (642)		Direct
Employee Stock Option (right to buy)	$57.50	2016-01-31	PepsiCo, Inc. Common Stock (600)		Direct
Employee Stock Option (right to buy)	$65.00	2017-01-31	PepsiCo, Inc. Common Stock (531)		Direct
Employee Stock Option (right to buy)	$68.75	2018-01-31	PepsiCo, Inc. Common Stock (19411)		Direct
Employee Stock Option (right to buy)	$53.00	2019-01-31	PepsiCo, Inc. Common Stock (59259)		Direct

Footnotes

F1: This number includes 52,436 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, 2010 and February 1, 2012. Vesting of all restricted stock units is contingent upon the reporting person's continued employment with the company.