PEPSICO INC — M&A Activity 2010

Feb 26, 2010

Comment1

CoverPageHeader end CoverPageTitle START

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 25, 2010

CoverPageTitle END CoverPageRegistrant START

The Pepsi Bottling Group, Inc. ______ (Exact name of registrant as specified in its charter)

Delaware	1-14893	13-4038356
___ (State or other jurisdiction	_______ (Commission	__ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
One Pepsi Way, Somers, New York		10589
_________ (Address of principal executive offices)		_____ (Zip Code)

Registrant’s telephone number, including area code: (914) 767-6000

Not Applicable __________ Former name or former address, if changed since last report

CoverPageRegistrant END

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[x] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

PageBreak START

Top of the Form

PageBreak END Item START

Item 8.01 Other Events.

On February 25 , 2010, The Pepsi Bottling Group, Inc. announced that the Federal Trade Commission (FTC) has granted early termination of the waiting period under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended, for its previously announced merger with PepsiCo, Inc. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item END Item START

Item 9.01 Financial Statements and Exhibits.

(a) Not Applicable. (b) Not Applicable. (c) Not Applicable. (d) Exhibit 99.1 - Press release issued by The Pepsi Bottling Group, Inc., dated February 25, 2010.

Item END

PageBreak START

Top of the Form

PageBreak END SignatureHeader START

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SignatureHeader END Signature START

/s/ David Yawman
Name: David Yawman
Title: Vice President, Associate General Counsel and Assistant Secretary

Signature END PageBreak START

Top of the Form

PageBreak END

Exhibit Index

Exhibit No.	Description
99.1	Press release issued by The Pepsi Bottling Group, Inc., dated February 25, 2010

HTMLFooter START