EXHIBIT 23
REPORT AND CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
PepsiCo, Inc.
The audits referred to in our report dated February 3, 1998 included the related
financial statement schedule as of December 27, 1997, and for each of the years
in the three-year period ended December 27, 1997 listed in the accompanying
index at Item 14(a)2. The financial statement schedule is the responsibility of
the Company's management. Our responsibility is to express an opinion on this
financial statement schedule based on our audits. In our opinion, such financial
statement schedule, when considered in relation to the basic consolidated
financial statements taken as a whole, presents fairly, in all material
respects, the information set forth therein.
We consent to the use of our reports included herein (or incorporated herein by
reference) in the following Registration Statements on:
DESCRIPTION REGISTRATION
STATEMENT NUMBER
Form S-3
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PepsiCo SharePower Stock Option Plan for PCDC Employees 33-42121
$32,500,000 Puerto Rico Industrial, Medical and Environmental
Pollution Control Facilities Financing Authority Adjustable
Rate Industrial Revenue Bonds 33-53232
Extension of the PepsiCo SharePower Stock Option Plan to
Employees of Snack Ventures Europe, a joint venture
between PepsiCo Foods International and General Mills, Inc. 33-50685
$4,587,000,000 Debt Securities and Warrants 33-64243
Form S-8
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PepsiCo SharePower Stock Option Plan 33-35602,
33-29037,
33-42058,
33-51496,
33-54731 &
33-66150
1988 Director Stock Plan 33-22970
1979 Incentive Plan and the 1987 Incentive Plan 33-19539
1994 Long-Term Incentive Plan 33-54733
1995 Stock Option Incentive Plan 33-61731 &
333-09363
1979 Incentive Plan 2-65410
PepsiCo, Inc. Long Term Savings Program 2-82645,
33-51514
& 33-60965
KPMG Peat Marwick LLP
New York, New York
March 24, 1998