No. 1-1183 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ANNUAL REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 25, 1999 PepsiCo, Inc. Incorporated in North Carolina 700 Anderson Hill Road Purchase, New York 10577-1444 (914) 253-2000 13-1584302 (I.R.S. Employer Identification No.) ------------------------- Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Name of Each Exchange Title of Each Class on Which Registered ------------------- --------------------- Capital Stock, par value 1-2/3 cents New York and Chicago Stock per share Exchanges Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X No __ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] The number of shares of PepsiCo Capital Stock outstanding as of March 10, 2000 was 1,443,515,702. The aggregate market value of PepsiCo Capital Stock held by nonaffiliates of PepsiCo as of March 10, 2000 was $44,309,988,968. Documents of Which Portions Parts of Form 10-K into Which Portion of Are Incorporated by Reference Documents Are Incorporated - ------------------------------- --------------------------- Proxy Statement for PepsiCo's III May 3, 2000 Annual Meeting of Shareholders Explanatory Note PepsiCo, Inc.'s Form 10-K for the year ended December 25, 1999, filed on March 21, 2000, is hereby amended by amending Exhibit 23 thereof to read as set forth below. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, PepsiCo has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: March 23, 2000 PepsiCo, Inc. By: /S/ ROBERT F. SHARPE, JR. Robert F. Sharpe, Jr. Senior Vice President, Public Affairs, General Counsel and Secretary