UNITED ~~STATESSECURITIES~~STATES SECURITIES AND EXCHANGE ~~COMMISSIONWashington,~~COMMISSION WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to ~~Section~~ Section 13 or 15(d) of ~~theSecurities~~ the Securities Exchange Act of 1934

~~October 6, 2009~~ Date of Report (Date of ~~earliest~~Earliest ~~event~~Event ~~reported~~Reported): January 12, 2010

~~THE~~ The ~~PEPSI~~Pepsi ~~BOTTLING~~Bottling ~~GROUP~~Group, ~~INC~~Inc. __________________________________________ (Exact name of registrant as specified in its charter)

Delaware (State or Other Jurisdiction of Incorporation)


Delaware	1-14893	13-4038356
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

One Pepsi Way, Somers, New York		10589
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

1-14893	13-4038356
(Commission File Number)	(IRS Employer Identification No.)


Registrant’s telephone number, including area code:		(914) 767-6000

~~One~~ Not ~~Pepsi~~Applicable ______________________________________________ Former ~~Way,~~name ~~Somers,~~or NYformer ~~10589~~address, ~~(Address~~if ofchanged ~~Principal~~since ~~Executive~~last ~~Offices) (Zip Code)~~report

(914) 767-6000 (Registrant's telephone number, including area code)

N/A (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

⃞ ~~Soliciting~~ ~~material~~ Top ~~pursuant~~of ~~to Rule 14a-12 under~~ the ~~Exchange Act (17 CFR~~Form ~~240.14a-12)~~

⃞ ~~Pre-commencement~~ ~~communications~~ Item ~~pursuant~~5.04 toTemporary ~~Rule~~Suspension ~~14d-2(b)~~of ~~under~~Trading ~~the~~Under ~~Exchange~~Registrant's ~~Act~~Employee ~~(17~~Benefit ~~CFR 240~~Plans.~~14d-2(b))~~

⃞ ~~Pre~~On January 12, 2010, The Pepsi Bottling Group, Inc. ("PBG") received notice of a blackout period affecting participants in the PBG 401(k) Program and the PBG 401(k) Savings Program (collectively the "Plans") in connection with the merger of PBG into a wholly-~~commencement communications~~owned ~~pursuant~~subsidiary of PepsiCo, Inc. (the "Merger"). The blackout period is necessary in order for the Plans’ trustee and administrator to ~~Rule~~process ~~13e-~~and implement participants’ instructions with respect to the election of consideration to be received from PepsiCo, Inc. for the common stock held in their accounts in the Plans’ PBG Stock Funds. The blackout period is expected to begin as of 4:00 p.m. Eastern Standard Time on the second business day prior to the deadline for the Plans to submit such elections and will end on a date that is approximately four weeks after the closing of the Merger. During this blackout period, the participants’ ability to change the amounts they have invested in the PBG Stock Fund (cor to access these amounts through withdrawals, distributions or loans) ~~under~~will be restricted.As a result of the ~~Exchange~~foregoing, ~~Act~~PBG on January 15, 2010 sent a notice (17the ~~CFR 240~~"Notice") to its directors and executive officers informing them that they will be prohibited from trading in equity securities of PBG beginning on the first day of the blackout period and ending immediately following the closing of the Merger, subject to certain exceptions described in the Notice and contemplated by the Securities and Exchange Commission’s Regulation BTR.~~13e-4~~ A copy of the Notice, which includes all the information required by Rule 104(cb)) of Regulation BTR, is attached as Exhibit 99.1 and is incorporated by reference herein.

~~Section~~ Item 29.01 – Financial ~~Information~~Statements and Exhibits.

~~Item~~ (a) Not 2Applicable.02 (b) Not ~~Results~~Applicable. (c) Not ofApplicable. (d) Exhibit ~~Operations~~99.1 - Important Notice Concerning Limitations on Trading in Equity Securities by Directors and ~~Financial~~Executive ~~Condition~~Officers of The Pepsi Bottling Group, Inc.

~~On October 6, 2009, The Pepsi Bottling Group, Inc. announced~~ ~~its~~ Top ~~financial results for its third quarter~~ of ~~2009 as described in~~ the ~~press~~ ~~release furnished hereto as Exhibit 99.1, which is incorporated~~Form ~~herein by reference.~~

~~Section 9 – Financial Statements and Exhibits~~ SIGNATURES

~~Item~~ Pursuant ~~9.01~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

(a) Not Applicable.


	The Pepsi Bottling Group, Inc.

January 15, 2010	By:	/s/ David Yawman

		Name: David Yawman
		Title: Vice President, Associate General Counsel and Assistant Secretary

~~(b) Not~~ Top ~~Applicable.~~of the Form

~~(c) Not Applicable.~~ Exhibit Index

(d) Exhibit 99.1 - Press release dated October 6, 2009, which is being furnished hereto pursuant to Item 2.02.


Exhibit No.		Description

99.1		Important Notice Concerning Limitations on Trading in Equity Securities by Directors and Executive Officers of The Pepsi Bottling Group, Inc.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		THE PEPSI BOTTLING GROUP, INC.
		(Registrant)
Date:	October 6, 2009	By:	/s/ David Yawman
			(Signature)
			David Yawman
			Vice President, Associate General Counsel andAssistant Secretary

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press Release issued by The Pepsi Bottling Group, Inc., dated October 6, 2009

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