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

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported): February 1725, 2010

The Pepsi Bottling Group, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)


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)


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

Not Applicable
______________________________________________
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:

[x]  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))

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Item 8.01 Other Events.

On February 1725 , 2010, The Pepsi Bottling Group, Inc. ~~(the "Company")~~ announced that ~~its stockholders adopted~~ the ~~Agreement~~Federal ~~and~~Trade ~~Plan~~Commission of(FTC) ~~Merger,~~has ~~dated~~granted asearly termination of ~~August~~the 3,waiting ~~2009,~~period ~~among~~under the ~~Company,~~Hart-Scott ~~PepsiCo,~~Rodino ~~Inc.,~~Antitrust ~~and~~Improvements ~~Pepsi-Cola~~Act ~~Metropolitan~~of ~~Bottling Company~~1976, ~~Inc.~~as amended, atfor ~~the~~its ~~special~~previously ~~meeting~~announced ofmerger ~~the~~with ~~Company’s stockholders held on February 17~~PepsiCo, ~~2010~~Inc. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(a) Not Applicable.(b) Not Applicable.(c) Not Applicable.(d) Exhibit 99.1 - Press release issued by The Pepsi Bottling Group, Inc., dated February 1725, 2010.

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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.
February 17, 2010	By:	David Yawman
February 25, 2010	By:	/s/ David Yawman
		Name: David Yawman
		Title: Vice President, Associate General Counsel and Assistant Secretary

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Exhibit Index

Exhibit No.		Description
99.1		Press release issued by The Pepsi Bottling Group, Inc., dated February 1725, 2010.

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