EXHIBIT 12

                        PEPSICO, INC. AND SUBSIDIARIES

              COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
     Years Ended December 28, 1996, December 30, 1995, December 31, 1994,
                   December 25, 1993 and December 26, 1992
                      (in millions except ratio amounts)

                                    52 Weeks       53 Weeks     52 Weeks 
                                ----------------   -------- --------------
                                  1996     1995      1994     1993    1992

Earnings:

Income from continuing
 operations before income
  taxes and cumulative
   effect of accounting
    changes ..................  $2,047   $2,432    $2,664   $2,423   1,899

Unconsolidated affiliates
 interests, net (a)...........     271       11       (19)      (6)     (1)

Amortization of
 capitalized interest.........       4        6         5        5       5

Interest expense .............     600      682       645      573     586

Interest portion of net
 rent expense (b).............     159      156       150      134     122
                                ------   ------    ------   ------  ------
Earnings available for
 fixed charges................  $3,081   $3,287    $3,445   $3,129  $2,611
                                ======   ======    ======   ======  ======
                                
Fixed Charges:

Interest expense .............  $  600   $  682   $  645   $  573   $  586

Capitalized interest..........       8       10        5        7        7

Interest portion of net
 rent expense (b).............     159      156      150      134      122
                                ------   ------   ------   ------   ------

   Total fixed charges........  $  767   $  848  $   800   $  714   $  715
                                ======   ======  =======   ======   ======

Ratio of Earnings
 to Fixed Charges(c)..........     4.02    3.88     4.31    4.38      3.65
                                =======  ======   ======   =====    ======

 (a)  1994,  1993 and 1992  amounts  have  been  restated  to  adjust  for the
      effects  of  unconsolidated   affiliates  and  minority  interests.  The
      inclusion  of  these  items  did  not  have  a  material  impact  on the
      previously reported ratio of earnings to fixed charges.
 (b)  One-third of net rent expense is the portion  deemed  representative  of
      the interest factor.
 (c)  Included the impact of the unusual,  disposal and other  charges of $822
      (or $716  after-tax)  and $520 (or  $384  after-tax)  in 1996 and  1995,
      respectively  (see  Note  3).  Excluding  those  charges,  the  ratio of
      earnings  to fixed  charges  for 1996 and 1995  would have been 5.09 and
      4.49, respectively.