SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ALVARADO LINDA G

(Last)

(First)

(Middle)

C/O THE PEPSI BOTTLING GROUP, INC.

ONE PEPSI WAY

(Street)

SOMERS

10589

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PEPSI BOTTLING GROUP INC [ PBG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/16/2009		M		22,750	A	$9.89	36,306	D
Common Stock	11/16/2009		M		10,784	A	$25.5	47,090	D
Common Stock	11/16/2009		M		16,438	A	$18.25	63,528	D
Common Stock	11/16/2009		M		9,917	A	$30.25	73,445	D
Common Stock	11/16/2009		M		10,811	A	$27.75	84,256	D
Common Stock	11/16/2009		S		22,750⁽¹⁾	D	$37.87⁽²⁾	61,506	D
Common Stock	11/16/2009		S		10,784⁽¹⁾	D	$37.87⁽²⁾	50,722	D
Common Stock	11/16/2009		S		16,438⁽¹⁾	D	$37.87⁽²⁾	34,284	D
Common Stock	11/16/2009		S		9,917⁽¹⁾	D	$37.87⁽²⁾	24,367	D
Common Stock	11/16/2009		S		10,811⁽¹⁾	D	$37.87⁽²⁾	13,556⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Director Stock Options (Right to Buy)	$9.89	11/16/2009		M			22,750⁽⁴⁾	04/01/2000	04/01/2010	Common Stock	22,750	$0.00⁽⁵⁾	0	D
Director Stock Options (Right to Buy)	$25.5	11/16/2009		M			10,784⁽⁴⁾	04/01/2002	03/31/2012	Common Stock	10,784	$0.00⁽⁵⁾	0	D
Director Stock Options (Right to Buy)	$18.25	11/16/2009		M			16,438⁽⁴⁾	04/01/2003	03/31/2013	Common Stock	16,438	$0.00⁽⁵⁾	0	D
Director Stock Options (Right to Buy)	$30.25	11/16/2009		M			9,917⁽⁴⁾	04/01/2004	03/31/2014	Common Stock	9,917	$0.00⁽⁵⁾	0	D
Director Stock Options (Right to Buy)	$27.75	11/16/2009		M			10,811⁽⁴⁾	04/01/2005	03/31/2015	Common Stock	10,811	$0.00⁽⁵⁾	0	D

Explanation of Responses:

1. The reporting person sold these shares of common stock which were acquired as a result of the exercise of stock options (as reflected in Table II). The sale was conducted pursuant to a Rule 10b5-1 trading plan, which became effective October 16, 2009. The stock options expire if the reporting person ceases to serve as a Director of the Company. The reporting person shall cease to serve as a Director of the Company upon the closing of the pending merger of the Company and PepsiCo, Inc., which is anticipated to occur in late 2009 or early 2010.

2. The shares with respect to this transaction were sold at prices ranging from $37.78 to $37.98. Upon request, the reporting person will provide to the Securities and Exchange Commission staff, the Company, or a security holder of the Company, full information regarding the number of shares sold at each separate price.

3. This number includes 42 shares of restricted stock accumulated as a result of dividend equivalents credited to the director on various dates between March 31, 2009 and September 30, 2009 at the same time and in the same amount as dividends were paid to shareholders of common stock in accordance with the agreement governing the directors's award of restricted stock. This number also includes 38 restricted stock units ("RSUs") accumulated as a result of dividend equivalents credited to the director on various dates between March 31, 2009 and September 30, 2009 at the same time and in the same amount as dividends were paid to shareholders of common stock in accordance with the agreement governing the director's RSU award.

4. The exercise of these stock options was conducted pursuant to a Rule 10b5-1 trading plan, which became effective October 16, 2009.

5. There is no price for this derivative security.

Remarks:

	/s/ David Yawman, Attorney-in-Fact	11/17/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.