EXHIBIT 23(H)

         CONSENT OF MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

    We hereby consent to the use of our opinion letter dated December 2, 2000 to
the Board of Directors of PepsiCo, Inc., included as Annex E to the Joint Proxy
Statement/Prospectus which forms a part of the Registration Statement on
Form S-4 relating to the proposed merger of BeverageCo, Inc., a direct
wholly-owned subsidiary of PepsiCo, Inc., with and into The Quaker Oats Company
and to the references to such opinion in such Joint Proxy Statement/Prospectus
under the captions "Summary--The Merger--Opinions of Financial Advisors," "The
Merger--Background of the Merger," "The Merger--Factors Considered by, and
Recommendation of, the PepsiCo Board," and "Opinions of Financial
Advisors--Opinion of PepsiCo's Financial Advisor." In giving such consent, we do
not admit and we hereby disclaim that we come within the category of persons
whose consent is required under Section 7 of the Securities Act of 1933, as
amended, or the rules and regulations of the Securities and Exchange Commission
thereunder, nor do we thereby admit that we are experts with respect to any part
of such Registration Statement within the meaning of the term "experts" as used
in the Securities Act of 1933, as amended, of the rules and regulations of the
Securities and Exchange Commission thereunder.

                                
                                 MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

                                 By:  /s/ MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
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January 9, 2001