PEPSICO INC — Director's Dealing 2010

Mar 4, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PEPSICO INC (PEP)
CIK: 0000077476
Period of Report: 2010-03-02

Reporting Person: FOSS ERIC J (CEO Pepsi Beverages Company)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-02	PepsiCo, Inc. Common Stock	M	245980	$30.50	Acquired	400455	Direct
2010-03-02	PepsiCo, Inc. Common Stock	S	362597	$63.71	Disposed	37858	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-02	Employee Stock Option (right to buy)	$30.50	M	245980	Disposed	2019-02-28	PepsiCo, Inc. Common Stock (245980)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PepsiCo, Inc. Common Stock	3034	Indirect

Footnotes

F1: Reflects number of shares held under the reporting person's account in the PepsiCo 401(k) Plan as of February 26, 2010.