SEC FORM 3/A

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

MOORE MARGARET D

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/08/2002

3. Issuer Name and Ticker or Trading Symbol
PEPSICO INC [ PEP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See below

5. If Amendment, Date of Original Filed (Month/Day/Year)
10/16/2002

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
PepsiCo, Inc. Common Stock	27,759.46	D
PepsiCo, Inc. Common Stock	678.32	I	By daughter
PepsiCo, Inc. Common Stock	685.94	I	By son

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	02/01/1998	01/27/2004	PepsiCo, Inc. Common Stock	40,273	18.58	D
Employee Stock Option (right to buy)	02/01/2000	01/25/2006	PepsiCo, Inc. Common Stock	54,788	27.38	D
Employee Stock Option (right to buy)⁽¹⁾	07/01/1997	06/30/2006	PepsiCo, Inc. Common Stock	953	32.98	D
Employee Stock Option (right to buy)	03/30/1999	01/31/2008	PepsiCo, Inc. Common Stock	29,451	36.5	D
Employee Stock Option (right to buy)	03/30/1999	01/31/2008	PepsiCo, Inc. Common Stock	1,977	36.5	D
Employee Stock Option (right to buy)	02/01/2003	01/31/2010	PepsiCo, Inc. Common Stock	134,905	34	D
Employee Stock Option (right to buy)	02/01/2001	01/31/2011	PepsiCo, Inc. Common Stock	24,343	43.5	D
Employee Stock Option (right to buy)	02/01/2004	01/31/2011	PepsiCo, Inc. Common Stock	89,955	43.5	D
Employee Stock Option (right to buy)	02/01/2005	01/31/2012	PepsiCo, Inc. Common Stock	85,349	50	D

Explanation of Responses:

1. Twenty percent of these options became exercisable on each of 7/1/97 and 7/1/98 and the remaining options became exercisable on 3/30/99.

	/s/ Margaret D. Moore, Senior Vice President, Human Resources	05/06/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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