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Form 10-K

PEPSICO INC - PEP

Filed: February 28, 2005 (period: December 25, 2004)

Annual report which provides a comprehensive overview of the company for the past year

Table of Contents

PART I

Item 1. Business 1

PART I

Item 1. Business

Item 2. Properties

Item 3. Legal Proceedings

Item 4. Submission of Matters to a Vote of Security Holders

PART II

Item 5. Market for Registrant s Common Equity, Related Stockholder Matters and Issuer Purchases of E

Item 6. Selected Financial Data

Item 7. Management s Discussion and Analysis

Item 7a. Quantitative and Qualitative Disclosures About Market Risk

Item 8. Financial Statements and Supplementary Data

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures

Item 9B. Other Information

PART III

Item 10. Directors and Executive Officers of the Registrant

Item 11. Executive Compensation

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matt

Item 13. Certain Relationships and Related Transactions

Item 14. Principal Accountant Fees and Services

PART IV

Item 15. Exhibits and Financial Statement Schedules

SIGNATURES

ITEM 14(a)(3) Tбc@_

EX-10.20 (Material contracts)

EX-10.21 (Material contracts)

EX-12 (Statement regarding computation of ratios)

EX-21 (Subsidiaries of the registrant)

EX-23 (Consents of experts and counsel)

EX-24 (Power of attorney)

EX-31 (Certifications required under Section 302 of the Sarbanes-Oxley Act of 2002)

EX-32 (Certifications required under Section 906 of the Sarbanes-Oxley Act of 2002)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-K

FOR ANNUAL AND TRANSITION REPORTS

PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 25, 2004

OR

* TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-1183

PEPSICO, INC.

(Exact Name of Registrant as Specified in Its Charter)

North Carolina 13-1584302

(State or Other Jurisdiction of

Incorporation or Organization) (I.R.S. Employer

Identification No.)

700 Anderson Hill Road, Purchase, New York 10577

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code 914-253-2000

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of Each Class

Name of Each Exchange

on Which Registered

Common Stock, par value 1-2/3 cents per share New York and Chicago Stock Exchanges

Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None

Indicate by check mark whether