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
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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.
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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.
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UBS Securities LLC
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May 14, 1996