PRICING SUPPLEMENT NUMBER 11                           Filed Under Rule
(To Prospectus dated January 11, 1995)             424(b)(2) and 424(c)
CUSIP 71345L CW-6                                     File No. 33-57181
                             PEPSICO, INC.
                    Step-Up Notes Due May 23, 2005
                     Interest Payable Semiannually

Underwriter:     Morgan Stanley & Co. Incorporated

Initial Offering Price:  100.00%

Underwriter's Discount:  0.00%

Currency: U. S. Dollars

Date of Issue:   May 23, 1995

Issuance form:   Book entry

Scheduled Maturity Date:  May 23, 2005

Fixed Coupons:
                         May 23, 1995 - May 22, 1996:      7.50%
                         May 23, 1996 - May 22, 1997:      7.55%
                         May 23, 1997 - May 22, 1998:      7.65%
                         May 23, 1998 - May 22, 1999:      7.75%
                         May 23, 1999 - May 22, 2000:      8.00%
                         May 23, 2000 - May 22, 2001:      8.00%
                         May 23, 2001 - May 22, 2002:      8.25%
                         May 23, 2002 - May 22, 2003:      8.50%
                         May 23, 2003 - May 22, 2004:      9.00%
                         May 23, 2004 - May 22, 2005:     10.00%

Day count basis:      30/360

Interest Accrual Date:   May 23, 1995,  or  the most  recent date for 
                         which interest has  been paid  or  provided for, 
                         as the  case  may  be. Interest   will  accrue  
                         from  each   Interest Accrual   Date  to  but  
                         excluding the next succeeding Interest Payment 

Interest Payment Dates:  Semiannually  on  the 23rd  of November and May, 
                         commencing November 23,  1995 and ending on the 
                         Scheduled Maturity Date  or an earlier Optional 
                         Redemption  Date. If  any Interest Payment Date 
                         falls on a  date that  is  not  a  Business Day,
                         such  Interest Payment  Date  will  be  the  next 
 			 succeeding Business   Day  with  no  additional  
                         interest accruing.

Principal  Payment Dates:  Scheduled Maturity Date, or  an  earlier
                           Optional Redemption Date

Business Days:             New York

Calculation Agent:         PepsiCo, Inc.

Optional Redemption Dates:  The Step-Up  Notes Due May 23, 2005 may be 
                            redeemed, in whole but not in part, at the 
                            option of PepsiCo, at 100% of  the principal 
                            amount thereof, plus accrued interest  to  the 
                            date of such redemption,  on May  23,  1996,  
                            or  any  subsequent  Interest Payment  Date 
                            prior to the Scheduled  Maturity Date,  upon 
                            15 days' written notice by PepsiCo to the 
                            holders of such Notes.

Option to elect prepayment:   None

Sinking fund:         Not applicable

Settlement Date:      May 23, 1995

The Step-Up Notes Due May 23, 2005 will be purchased by the Underwriter
at  100.00% of their principal amount, and will be initially offered to
the  public at 100.00% of their principal amount (the "Initial Offering
Price").  The Underwriter has advised PepsiCo that it intends to  offer
all  or  part  of  the  Step-Up Notes Due May 23, 2005  to  the  public
initially at the Initial Offering Price of such Debt Securities.  After
the Step-Up Notes Due May 23, 2005 are released for sale to the public,
the  offering price and other selling terms may from time  to  time  be
varied by the Underwriter.

For  U.S.  federal income tax purposes, the Step-Up Notes Due  May  23,
2005,  will  be  treated as Fixed Rate Debt Securities, issued  without
OID.   This  treatment is consistent with the applicable provisions  of
the  Internal  Revenue  Code of 1986, as amended,  and  the  final  OID
regulations, which are generally effective for debt instruments  issued
on or after April 4, 1994.

                   Morgan Stanley & Co. Incorporated

May 3, 1995