PEPSICO INC
424B2, 1997-07-25
BEVERAGES
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PRICING SUPPLEMENT NUMBER 11                                   Filed Under Rule
(TO PROSPECTUS DATED NOVEMBER 28, 1995)                    424(b)(2) and 424(c)
CUSIP 71345L DZ-8                                             File No. 33-64243
                                   $80,000,000


                                 PepsiCo, Inc.



                     15% DEBT SECURITIES DUE AUGUST 6, 1998
                          Interest Payable Semiannually
                               -----------------------


     Underwriter:                         Smith Barney Inc.

     Initial Offering Price:              109.035%

     Underwriter's Discount:              0.00%

     Currency:                            U. S. Dollars

     Date of Issue:                       August 6, 1997

     Issuance form:                       Book entry

     Scheduled Maturity Date:             August 6, 1998

     Interest Rate:                       15.00% per annum

     Day count basis:                     30/360

     Interest Accrual Date:               August 6, 1997 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.


<PAGE>



     Interest Payment Dates:              February 6, 1998 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 6, 1997

The 15% Debt  Securities  Due August 6, 1998 (the  "Notes") will be purchased by
the  Underwriter at 109.035% 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.


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

                                SMITH BARNEY INC.
                             ----------------------------
July 23, 1997




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