Current Report on Form 8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 8-K/A

CURRENT REPORT

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

Ocyober 27, 2003 (October 20, 2003)
____________________________________
Date of Report (Date of earliest event reported)

PepsiCo, Inc.
_______________________________________
(Exact name of registrant as specified in its charter

North Carolina
__________________________________
(State or other jurisdiction of incorporation)

1-1183
(Commission File Number)
13-1584302
(IRS Employer Identification No.)


700 Anderson Hill Road, Purchase, New York 10577
_____________________________________
(Address of Principal Executive Offices)

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






Explanatory Note

        PepsiCo, Inc. (the “Company”) is filing this amendment to its Current Report on Form 8-K filed with the Securities and Exchange Commision on October 20, 2003 to amend Exhibit 15 to read as set forth below.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)   Exhibits

15 Accountants' Acknowledgment



SIGNATURE

        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.



Date: October 27, 2003 PepsiCo, Inc.

By: /S/ Thomas H. Tamoney, Jr.
Thomas H. Tamoney, Jr.
Vice President, and
Associate General Counsel






INDEX TO EXHIBITS



Exhibit Number Description

15 Accountants’ Acknowledgment



Exhibit 15

EXHIBIT 15

Accountants' Acknowledgment

The Board of Directors of
PepsiCo, Inc.:

The Owners of
Bottling Group, LLC:

With respect to the registration statements listed below, we acknowledge our awareness of the use therein of our report dated September 30, 2003, except as to Note 10, which is as of October 7, 2003 related to our review of interim financial information of Bottling Group, LLC, which report is incorporated by reference in the Form 8-K filed by PepsiCo, Inc. on October 20, 2003.

   
Form S-3
PepsiCo SharePower Stock Option Plan for PCDC Employees, 33-42121
$32,500,000 Puerto Rico Industrial, Medical and Environmental Pollution Control Facilities Financing Authority Adjustable Rate Industrial Revenue Bonds, 33-53232
Extension of the PepsiCo SharePower Stock Option Plan to Employees of Snack Ventures Europe, a joint venture between PepsiCo Foods International and General Mills, Inc., 33-50685
$4,587,000,000 Debt Securities and Warrants, 33-64243
$500,000,000 Capital Stock, 1 2/3 cents par value, 333-56302
Form S-4
330,000,000 Shares of Common Stock, 1 2/3 cents par value and 840,582 Shares of Convertible Stock, no par value, 333-53436
Form S-8
PepsiCo, Inc. 2003 Long-Term Incentive Plan, 333-109509
PepsiCo SharePower Stock Option Plan, 33-35602, 33-29037, 33-42058, 33-51496, 33-54731, 33-66150 & 333-109513
1988 Director Stock Plan, 33-22970
1979 Incentive Plan and the 1987 Incentive Plan, 33-19539
1994 Long-Term Incentive Plan, 33-54733
PepsiCo, Inc. 1995 Stock Option Incentive Plan, 33-61731, 333-09363 & 333-109514
1979 Incentive Plan, 2-65410
PepsiCo, Inc. Long Term Savings Program, 2-82645, 33-51514 & 33-60965
PepsiCo 401(K) Plan, 333-89265
PepsiCo Puerto Rico 1165(e) Plan, 333-56524
Retirement Savings and Investment Plan for Union Employees of Tropicana Products, Inc. and Affiliates and the Retirement Savings and Investment Plan for Union Employees of Tropicana Products, Inc. and Affiliates (Teamster Local Union #173), 333-65992
The Quaker Long Term Incentive Plan of 1990, The Quaker Long Term Incentive Plan of 1999 and The Quaker Oats Company Stock Option Plan for Outside Directors, 333-66632
The Quaker 401(k) Plan for Salaried Employees and The Quaker 401(k) Plan for Hourly Employees, 333-66634
The PepsiCo 401(k) Plan for Salaried Employees, 333-76196
The PepsiCo 401(k) Plan for Hourly Employees, 333-76204
The PepsiCo Share Award Plan, 333-87526

Pursuant to Rule 436 under the Securities Act of 1933 (the Act), such report is not considered part of a registration statement prepared or certified by an accountant, or report prepared or certified by an accountant within the meaning of Sections 7 and 11 of the Act.



/s/ KPMG LLP



New York, New York
October 20, 2003