PRICING SUPPLEMENT NUMBER 6                                    Filed Under Rule
(To Prospectus dated November 28, 1995)                    424(b)(2) and 424(c)
CUSIP 71345L DU-9      
                                                             File No. 33-64243
                                 
                                  $100,000,000



                                  PepsiCo, Inc.


                 7.05% Callable Debt Securities Due May 15, 2006
                          Interest Payable Semiannually
                             -----------------------


Underwriter:                                UBS Securities LLC

Initial Offering Price:                     100.00%

Underwriter's Discount:                     0.60%

Currency:                                   U. S. Dollars

Date of Issue:                              May 17, 1996

Issuance form:                              Book entry

Scheduled Maturity Date:                    May 15, 2006

Coupon:                                     7.05% per annum

Day count basis:                            30/360

Interest  Accrual  Date:                    May 17,  1996,  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 Date.


Interest Payment Dates:                     Semiannually on the 15th of May and 
                                            November,  commencing  November 15,
                                            1996, and ending on the Scheduled 
                                            Maturity Date or an earlier Optional
                                            Redemption Date.

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

Business Days:                              New York

Calculation Agent:                          PepsiCo, Inc.

Optional Redemption Dates:                  The  7.05% Callable Debt Securities
                                            Due May 15,  2006  (the  "Notes")  
                                            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 15,  2003, and  semiannually
                                            thereafter  on each May  15th and  
                                            November 15th,  upon  30  days'  
                                            written  notice  by  PepsiCo to the
                                            Trustee  under the Indenture  dated
                                            as of  December 14, 1994 for the
                                            benefit of the holders of such 
                                            Notes.
                                            

Option to elect prepayment:                 None

Sinking fund:                               Not applicable

Settlement Date:                            May 17, 1996

The Notes will be  purchased  by the  Underwriter  at 99.40% 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 Notes directly to the public
initially at the Initial Offering Price of such Debt Securities. After the Notes
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 Notes 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.

                          ----------------------------

                               UBS Securities LLC
                          ----------------------------

May 14, 1996