PepsiCo (PEP) 8-K/A Current report (amended)

Exhibit 99.2

PEPSICO REVISES UP 2002 AND 2003 EPS DUE TO

OVERSTATEMENT OF STOCK OPTION EXPENSE

• 2003 EPS increases by $0.04 to $2.05; a 22% growth rate

• No impact on division operating profit or cash flow

• 2004 EPS guidance adjusted to a range of $2.27 to $2.29

PURCHASE, NY (Feb. 9, 2004) — PepsiCo revised its 2003 and 2002 financial results issued on February 5, 2004 to correct the overstatement of stock option expense due to a computational error. The revision increased the previously reported earnings per share for 2003 by $0.04 to $2.05, and for 2002 by $0.02 to $1.68, on a fully diluted basis. The stock option expense is a non-cash charge and the revision had no impact on the company’s previously reported cash flow or division operating profit.

PepsiCo adjusted its 2004 earnings per share guidance to a range of $2.27 to $2.29, 11-12% growth compared to 2003. “A correction of the computational error and a re-estimation of costs, combined with the continued business momentum we are seeing, gives us confidence to take up the EPS range,” said Steve Reinemund, Chairman and CEO.

Summary

	Previous		Adjusted
	EPS	% to PY	EPS	% to PY
2002	$1.66	27%	$1.68	27%
2003	$2.01	21%	$2.05	22%
2004 Guidance	$2.24 – $2.28	11 – 13%	$2.27 – $2.29	11 – 12%

Cautionary Statement

This release contains statements concerning PepsiCo’s expectations for future performance. Any such forward-looking statements are inherently speculative and are based on currently available information, operating plans and projections about future events and trends. As such, they are subject to numerous risks and uncertainties. Actual results and performance may be significantly different from expectations. Please see our filings with the Securities and Exchange Commission, including our Annual Report on form 10-K, for a discussion of specific risks that may affect our performance.

# # #

-2-

PepsiCo, Inc. and Subsidiaries

Condensed Consolidated Statement of Income

(in millions except per share amounts)

	16 Weeks Ended						52 Weeks Ended
	12/27/03			12/28/02			12/27/03			12/28/02
	(unaudited)
Net Revenue	$	8,073		$	7,382		$	26,971		$	25,112
Cost and Expenses
Cost of sales		3,737			3,418			12,379			11,497
Selling, general and administrative expenses		2,897			2,628			9,053			8,523
Stock compensation expense		118			126			407			435
Amortization of intangible assets		46			41			145			138
Impairment and restructuring charges		147			—			147			—
Merger-related costs		28			90			59			224
Operating Profit		1,100			1,079			4,781			4,295
Bottling Equity Income		77			29			323			280
Interest Expense		(51	)		(62	)		(163	)		(178	)
Interest Income		21			13			51			36
Income before Income Taxes		1,147			1,059			4,992			4,433
Provision for Income Taxes		233			353			1,424			1,433
Net Income	$	914		$	706		$	3,568		$	3,000
Diluted
Net Income Per Common Share	$	0.52		$	0.40		$	2.05		$	1.68
Average Shares Outstanding		1,743			1,749			1,739			1,782

-3-

PepsiCo, Inc. and Subsidiaries

Supplemental Financial Information

(in millions)

	16 Weeks Ended						52 Weeks Ended
	12/27/03			12/28/02			12/27/03			12/28/02
Net Revenue	(unaudited)
Frito-Lay North America	$	2,696		$	2,540		$	9,091		$	8,565
PepsiCo Beverages North America		2,148			1,931			7,733			7,200
PepsiCo International		2,780			2,421			8,678			7,749
Quaker Foods North America		449			460			1,467			1,464
Division Net Revenue		8,073			7,352			26,969			24,978
Divested Businesses		—			30			2			134
Total Net Revenue	$	8,073		$	7,382		$	26,971		$	25,112
Operating Profit
Frito-Lay North America	$	699		$	653		$	2,366		$	2,216
PepsiCo Beverages North America		416			338			1,775			1,577
PepsiCo International		319			272			1,186			1,042
Quaker Foods North America		157			143			486			473
Division Operating Profit		1,591			1,406			5,813			5,308
Corporate unallocated		(198	)		(119	)		(445	)		(377	)
Stock compensation expense		(118	)		(126	)		(407	)		(435	)
Impairment and restructuring costs		(147	)		—			(147	)		—
Merger-related costs		(28	)		(90	)		(59	)		(224	)
Divested businesses		—			8			26			23
Total Operating Profit	$	1,100		$	1,079		$	4,781		$	4,295

-4-

PepsiCo, Inc. and Subsidiaries

Condensed Consolidated Statement of Cash Flows

(in millions)

	52 Weeks Ended
	12/27/03			12/28/02
Cash Flows – Operating Activities
Net income	$	3,568		$	3,000
Adjustments
Depreciation and amortization		1,221			1,112
Merger-related costs		59			224
Impairment and restructuring charges		147			—
Stock compensation expense		407			435
Cash payments for merger-related costs and impairment and restructuring charges		(109	)		(123	)
Pension plan contributions		(535	)		(820	)
Bottling equity income, net of dividends		(276	)		(222	)
Deferred income taxes		(323	)		174
Other noncash charges and credits, net		415			263
Net change in operating working capital		(75	)		305
Other		(171	)		279
Net Cash Provided by Operating Activities		4,328			4,627
Cash Flows – Investing Activities
Capital spending		(1,345	)		(1,437	)
Sales of property, plant and equipment		49			89
Acquisitions and investments in noncontrolled affiliates		(71	)		(351	)
Divestitures		46			376
Short-term investments		(950	)		757
Snack Ventures Europe consolidation		—			39
Net Cash Used for Investing Activities		(2,271	)		(527	)
Cash Flows – Financing Activities
Proceeds from issuances of long-term debt		52			11
Payments of long-term debt		(641	)		(353	)
Short-term borrowings		13			(62	)
Cash dividends paid		(1,070	)		(1,041	)
Share repurchases – common		(1,929	)		(2,158	)
Share repurchases – preferred		(16	)		(32	)
Proceeds from exercises of stock options		689			456
Net Cash Used for Financing Activities		(2,902	)		(3,179	)
Effect of Exchange Rate Changes on Cash and Cash Equivalents		27			34
Net (Decrease)/Increase in Cash and Cash Equivalents		(818	)		955
Cash and Cash Equivalents – Beginning of year		1,638			683
Cash and Cash Equivalents – End of year	$	820		$	1,638

-5-

PepsiCo, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet

(in millions)

	12/27/03			12/28/02
Assets
Current Assets
Cash and cash equivalents	$	820		$	1,638
Short-term investments, at cost		1,181			207
		2,001			1,845
Accounts and notes receivable, net		2,830			2,531
Inventories
Raw material		618			525
Work-in-process		160			214
Finished goods		634			603
		1,412			1,342
Prepaid expenses and other current assets		687			695
Total Current Assets		6,930			6,413
Property, plant and equipment, net		7,828			7,390
Amortizable intangible assets, net		718			801
Goodwill		3,796			3,631
Other nonamortizable intangibles		869			787
		4,665			4,418
Investments in unconsolidated affiliates		2,920			2,611
Other assets		2,266			1,841
Total Assets	$	25,327		$	23,474
Liabilities and Shareholders’ Equity
Current Liabilities
Short-term borrowings	$	591		$	562
Accounts payable and other current liabilities		5,213			4,998
Income taxes payable		611			492
Total Current Liabilities		6,415			6,052
Long-term debt		1,702			2,187
Other liabilities		4,075			4,226
Deferred income taxes		1,261			1,486
Preferred stock, no par value		41			41
Repurchased preferred stock		(63	)		(48	)
Common Shareholders’ Equity
Common stock		30			30
Capital in excess of par value		548			207
Retained earnings		15,961			13,489
Accumulated other comprehensive loss		(1,267	)		(1,672	)
		15,272			12,054
Less: Repurchased shares		(3,376	)		(2,524	)
Total Common Shareholders’ Equity		11,896			9,530
Total Liabilities and Shareholders’ Equity	$	25,327		$	23,474

-6-