PRICING SUPPLEMENT NUMBER 17 Filed Under Rule (TO PROSPECTUS DATED NOVEMBER 28, 1995) 424(b)(2) and 424(c) CUSIP 71345L EF-1 File No. 33-64243 $76,000,000 PepsiCo, Inc. 15% DEBT SECURITIES DUE AUGUST 6, 1999 Interest Payable Semiannually ----------------------- Underwriter: Lehman Brothers Inc. Initial Offering Price: 109.200% Underwriter's Discount: 0.00% Currency: U. S. Dollars Date of Issue: August 7, 1998 Issuance form: Book entry Scheduled Maturity Date: August 6, 1999 Interest Rate: 15.00% per annum Day count basis: 30/360 Interest Accrual Date: August 7, 1998 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: February 6, 1999 and the Scheduled Maturity Date Principal Payment Date: Scheduled Maturity Date Business Days: New York Calculation Agent: PepsiCo, Inc. Optional Redemption Dates: Not applicable Option to elect prepayment: None Sinking fund: Not applicable Settlement Date: August 7, 1998 The 15% Debt Securities Due August 6, 1999 (the "Notes") will be purchased by the Underwriter at 109.200% of their principal amount, and will be offered to the public at varying prices to be determined by the Underwriter based on prevailing market prices at the time of sale. 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. ---------------------------- LEHMAN BROTHERS INC. ---------------------------- August 4, 1998