Bottling Group Llc Sample Contracts

Bottling Group Llc – Fiscal years ended 2008(1) 2007(2) 2006(3)(4) 2005(3)(5) 2004 Statement of Operations Data: Net revenues $ 13,796 $ 13,591 $ 12,730 $ 11,885 $ 10,906 Cost of sales 7,586 7,370 6,900 6,345 5,656 Gross profit 6,210 6,221 5,830 5,540 5,250 Selling, delivery and administrative expenses 5,171 5,167 4,842 4,533 4,285 Impairment charges 412 — — — — Operating income 627 1,054 988 1,007 965 Interest expense 244 232 227 187 166 Interest income 162 222 174 77 34 Other non-operating expenses (income), net 24 (5 ) 10 1 1 Income before income taxes 521 1,049 925 896 832 Income tax (benefit) expense (6)(7)(8 (September 16th, 2009)
Bottling Group Llc – On this 25th day of December 2008 in Moscow, Russian Federation (February 20th, 2009)

Frito Lay Manufacturing LLC whose registered address is Mezheninova, 5, Kashira, Moscow Region, Russian Federation in the person of its general director, Paul Kiesler acting on the basis of the charter of the company on the one hand

Bottling Group Llc – THIS IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. (January 20th, 2009)

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), NEW YORK, NEW YORK, TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

Bottling Group Llc – BOTTLING GROUP, LLC (the “Company”) Debt Securities TERMS AGREEMENT (January 20th, 2009)

The Company agrees to sell to the several Underwriters named in Schedule A hereto for their respective accounts, on and subject to the terms and conditions of the Underwriting Agreement dated January 14, 2009 (“Underwriting Agreement”), attached hereto as Exhibit A, and the several Underwriters agree to purchase the following securities (“Offered Securities”) on the following terms:

Bottling Group Llc – BOTTLING GROUP, LLC (the “Company”) Guaranteed Debt Securities TERMS AGREEMENT (October 24th, 2008)

The Company agrees to sell to the several Underwriters named in Schedule A hereto for their respective accounts, on and subject to the terms and conditions of the Underwriting Agreement dated October 21, 2008 (the “Underwriting Agreement”) attached hereto as Exhibit A, and the several Underwriters agree to purchase, the following securities (“Offered Securities”) on the following terms:

Bottling Group Llc – BOTTLING GROUP, LLC (as Obligor) and PEPSICO, INC. (as Guarantor) and THE BANK OF NEW YORK MELLON (as Trustee) Indenture Dated as of October 24, 2008 SENIOR NOTES (October 24th, 2008)

THIS INDENTURE, among Bottling Group, LLC, a Delaware limited liability company (the “Obligor”), having its principal office at One Pepsi Way, Somers, New York 10589, PepsiCo, Inc., a North Carolina corporation, as guarantor (the “Guarantor”), having its principal office at 700 Anderson Hill Road, Purchase, NY 10577, and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”), is made and entered into as of this 24th day of October, 2008.

Bottling Group Llc – THIS IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. (October 24th, 2008)

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), NEW YORK, NEW YORK, TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

Bottling Group Llc – Bottling Group Holdings PROMISSORY NOTE (July 22nd, 2008)

This Promissory Note is subject to prepayment in whole or in part, without penalty, at any time at the option of the Borrower. The amount of each such prepayment, at the option of the Lender, may be applied first to accrued interest and then to a reduction of the principal balance outstanding.

Bottling Group Llc – U.S. $1,200,000,000 FIRST AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 19, 2007 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN THE ISSUING LENDERS NAMED HEREIN CITIBANK, N.A., as Agent, CITIGROUP GLOBAL MARKETS INC. and HSBC SECURITIES (USA) INC. as Joint Lead Arrangers and Book Managers HSBC BANK USA, N.A., as Syndication Agent and BANK OF AMERICA, N.A., DEUTSCHE BANK SECURITIES, INC. and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Co-Documentation Agents (October 25th, 2007)

The Company, the Guarantor, the financial institutions party thereto and the Agent are parties to a $450,000,000 5-Year Credit Agreement dated as of March 22, 2006 (as amended, supplemented and modified and in effect on the Effective Date (as hereinafter defined), the “Existing Credit Agreement”). The Borrowers and certain of the lenders party to the Existing Credit Agreement desire to amend the Existing Credit Agreement in certain respects and to restate in its entirety the Existing Credit Agreement, as so amended (this “Agreement”), and, accordingly, the parties hereto hereby agree to amend the Existing Credit Agreement and restate the Existing Credit Agreement, as so amended, in its entirety, effective as of the Effective Date, and otherwise agree as follows:

Bottling Group Llc – NEWS RELEASE (August 8th, 2007)
Bottling Group Llc – PRIVATE LIMITED COMPANY AGREEMENT OF PR BEVERAGES LIMITED MARCH 1, 2007 (May 1st, 2007)

This Private Limited Company Agreement (the “Agreement”) is concluded this 1st day of March 2007 between PBG Beverages Ireland Limited (“PBG Ireland”) and PepsiCo (Ireland), Limited (“PepsiCo Ireland”) (each a “Member” and, collectively, the “Members”) and PR Beverages Limited (“the Company”).

Bottling Group Llc – BOTTLING GROUP, LLC (as Obligor) and JPMORGAN CHASE BANK, N.A. (as Trustee) Indenture Dated as of March 30, 2006 SENIOR NOTES (May 1st, 2006)

THIS INDENTURE, between Bottling Group, LLC, a Delaware limited liability company (the “Obligor”), having its principal office at One Pepsi Way, Somers, New York 10589, and JPMorgan Chase Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”), is made and entered into as of this 30th day of March, 2006.

Bottling Group Llc – U.S. $450,000,000 5-YEAR CREDIT AGREEMENT Dated as of March 22, 2006 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN THE ISSUING LENDERS NAMED HEREIN CITIBANK, N.A., as Agent, CITIGROUP GLOBAL MARKETS INC. and HSBC SECURITIES (USA) INC. as Joint Lead Arrangers and Book Managers HSBC BANK USA, N.A., as Syndication Agent and LEHMAN BROTHERS BANK, FSB, DEUTSCHE BANK SECURITIES, INC. and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Co-Documentation Agents (May 1st, 2006)

THE PEPSI BOTTLING GROUP, INC., a Delaware corporation (the “Company”), BOTTLING GROUP, LLC, a Delaware limited liability company (the “Guarantor”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, and CITIBANK, N.A. (“Citibank”), as administrative agent (in such capacity, the “Agent”) for the Lenders (as hereinafter defined), agree as follows:

Bottling Group Llc – THIS IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. (May 1st, 2006)

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), NEW YORK, NEW YORK, TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

Bottling Group Llc – THIS IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. (March 24th, 2006)

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), NEW YORK, NEW YORK, TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

Bottling Group Llc – Form of Indenture BOTTLING GROUP, LLC (as Obligor) and JPMORGAN CHASE BANK, N.A. (as Trustee) Indenture Dated as of [ ] SENIOR NOTES (March 24th, 2006)

THIS INDENTURE, between Bottling Group, LLC, a Delaware limited liability company (the “Obligor”), having its principal office at One Pepsi Way, Somers, New York 10589, and JPMorgan Chase Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”), is made and entered into as of this [ ] day of [ ], [ ].

Bottling Group Llc – Settlement Agreement (July 19th, 2005)

Settlement Agreement dated June 28, 2005 between Bottling Group, LLC, 1 Pepsi Way, Somers, New York 10589 (“PBG”), and PepsiCo, Inc., 700 Anderson Hill Road, Purchase, New York 10577 (“PepsiCo”).

Bottling Group Llc – 5-YEAR CREDIT AGREEMENT (July 21st, 2004)

Exhibit 4.1 EXECUTION COUNTERPART ________________________________________________________________________________ U.S. $500,000,000 5-YEAR CREDIT AGREEMENT Dated as of April 28, 2004 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN JPMORGAN CHASE BANK, as Agent, BANC OF AMERICA SECURITIES LLC and CITIGROUP GLOBAL MARKETS INC., as Joint Lead Arrangers and Book Managers and

Bottling Group Llc – THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER (November 13th, 2003)

Exhibit 4.1 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (A NEW YORK CORPORATION) ("DTC") TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NA

Bottling Group Llc – UNDERWRITING AGREEMENT (November 13th, 2003)

EXECUTION VERSION $400,000,000 BOTTLING GROUP, LLC 5.00% SENIOR NOTES DUE 2013 UNDERWRITING AGREEMENT November 12, 2003 Citigroup Global Markets Inc. Credit Suisse First Boston LLC Deutsche Bank Securities Inc. As Representatives of the several Underwriters c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Ladies and Gentlemen: Bottling Group, LLC, a Delaware limited liability company (the "COMPANY"), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule A hereto (the "UNDERWRITERS"), for whom Citigroup Global Markets Inc., Credit Suisse First Boston LLC and Deutsche Bank Securities Inc. are acting as representatives (the "REPRE

Bottling Group Llc – UNDERWRITING AGREEMENT (October 3rd, 2003)

EXHIBIT 1.1 $500,000,000 BOTTLING GROUP, LLC 2.45% SENIOR NOTES DUE 2006 UNDERWRITING AGREEMENT October 2, 2003 Banc of America Securities LLC J.P. Morgan Securities Inc. Lehman Brothers Inc. As Representatives of the several Underwriters c/o Banc of America Securities LLC Bank of America Corporate Center 100 North Tryon Street Charlotte, North Carolina 28255 Ladies and Gentlemen: Bottling Group, LLC, a Delaware limited liability company (the "COMPANY"), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule A hereto (the "UNDERWRITERS"), for whom Banc of America Securities LLC, J.P. Morgan Securities Inc. and Lehman Brothers Inc. are acting as

Bottling Group Llc – Indenture (October 3rd, 2003)

Exhibit 4.1 EXECUTION COPY BOTTLING GROUP, LLC (as Obligor) and JPMORGAN CHASE BANK (as Trustee) Indenture Dated as of October 1, 2003 SENIOR NOTES ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Definitions ..................................................................... 1 Section 1.02. Officers' Certificates and Opinions ............................................. 9 Section 1.03. Form of

Bottling Group Llc – THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE (October 3rd, 2003)

EXHIBIT 4.2 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (A NEW YORK CORPORATION) ("DTC") TO THE OBLIGOR OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN

Bottling Group Llc – SENIOR NOTES (August 26th, 2003)

EXHIBIT 4.1 BOTTLING GROUP, LLC (as Obligor) and JPMORGAN CHASE BANK (as Trustee) Indenture Dated as of [ ] SENIOR NOTES ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Definitions .............................................................................. 1 Section 1.02. Officers' Certificates and Opinions ...................................................... 9 Section 1.

Bottling Group Llc – $250,000,000 4 1/8% Series B Senior Notes due 2015 (June 19th, 2003)

EXHIBIT 4.1 EXECUTION COPY BOTTLING GROUP, LLC (as Obligor) and JPMORGAN CHASE BANK (as Trustee) $250,000,000 4 1/8% Senior Notes due 2015 $250,000,000 4 1/8% Series B Senior Notes due 2015 Indenture Dated as of June 10, 2003 ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Definitions..........................................................

Bottling Group Llc – REGISTRATION RIGHTS AGREEMENT (June 19th, 2003)

EXHIBIT 4.3 EXECUTION COPY $250,000,000 BOTTLING GROUP, LLC 4 1/8% SENIOR NOTES DUE JUNE 15, 2015 REGISTRATION RIGHTS AGREEMENT June 10, 2003 J.P. Morgan Securities Inc. Lehman Brothers Inc. Banc of America Securities LLC Citigroup Global Markets Inc. Credit Suisse First Boston Corporation Deutsche Bank Securities Inc. Blaylock & Partners, L.P. Fleet Securities, Inc. c/o J.P. Morgan Securities Inc. 270 Park Avenue New York, New York 10017-6000 Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: Bottling Group, LLC, a Delaware limited liability company (the "ISSUER"), proposes to issue and sell to J.P. M

Bottling Group Llc – 364-DAY CREDIT AGREEMENT (May 29th, 2003)

EXHIBIT 4.8 EXECUTION COUNTERPART ================================================================================ U.S. $250,000,000 364-DAY CREDIT AGREEMENT Dated as of April 30, 2003 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN JPMORGAN CHASE BANK, as Agent, CITIGROUP GLOBAL MARKETS INC. and BANC OF AMERICA SECURITIES LLC, as Joint Lead Arrangers and Book Managers and

Bottling Group Llc – 5-YEAR CREDIT AGREEMENT (May 29th, 2003)

EXHIBIT 4.7 EXECUTION COUNTERPART ================================================================================ U.S. $250,000,000 5-YEAR CREDIT AGREEMENT Dated as of April 30, 2003 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN JPMORGAN CHASE BANK, as Agent, CITIGROUP GLOBAL MARKETS INC. and BANC OF AMERICA SECURITIES LLC, as Joint Lead Arrangers and Book Managers and

Bottling Group Llc – REGISTRATION RIGHTS AGREEMENT (March 28th, 2003)

EXHIBIT 4.8 $1,000,000,000 BOTTLING GROUP, LLC 4-5/8% SENIOR NOTES DUE NOVEMBER 15, 2012 REGISTRATION RIGHTS AGREEMENT November 7, 2002 Credit Suisse First Boston Corporation Deutsche Bank Securities Inc. Salomon Smith Barney Inc. Banc of America Securities LLC J.P. Morgan Securities Inc. Lehman Brothers Inc. c/o Credit Suisse First Boston Corporation Eleven Madison Avenue New York, New York 10010-3629 Ladies and Gentlemen: Bottling Group, LLC, a Delaware limited liability company (the "Issuer"), proposes to issue and sell to Credit Suisse First Boston Corporation, Deutsche Bank Securities Inc., Salomon Smith Barney Inc., Banc of America Securities LLC, J.P. Morgan Securities Inc. and Lehman Brothers Inc. (collectively, t

Bottling Group Llc – CREDIT AGREEMENT (March 28th, 2003)

EXHIBIT 4.6 --------------------------------------- U.S. $250,000,000 364-DAY SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 1, 2002 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN JPMORGAN CHASE BANK, as Agent, BANC OF AMERICA SECURITIES LLC and J.P. MORGAN SECURITIES INC., as Co-Lead Arrangers and Joint Book Managers and BANK OF AMERICA, N.A. and

Bottling Group Llc – REGISTRATION RIGHTS AGREEMENT (December 20th, 2002)

EXHIBIT 4.3 $1,000,000,000 BOTTLING GROUP, LLC 4-5/8% SENIOR NOTES DUE NOVEMBER 15, 2012 REGISTRATION RIGHTS AGREEMENT November 7, 2002 Credit Suisse First Boston Corporation Deutsche Bank Securities Inc. Salomon Smith Barney Inc. Banc of America Securities LLC J.P. Morgan Securities Inc. Lehman Brothers Inc. c/o Credit Suisse First Boston Corporation Eleven Madison Avenue New York, New York 10010-3629 Ladies and Gentlemen: Bottling Group, LLC, a Delaware limited liability company (the "Issuer"), proposes to issue and sell to Credit Suisse First Boston Corporation, Deutsche Bank Securities Inc., Salomon Smith Barney Inc., Banc of America Securities LLC, J.P. Morgan Securities Inc. and Lehman Brothers Inc. (collectively, t

Bottling Group Llc – CREDIT AGREEMENT (December 20th, 2002)

EXHIBIT 4.11 EXECUTION COPY --------------------------------------- U.S. $250,000,000 364-DAY SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 1, 2002 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN JPMORGAN CHASE BANK, as Agent, BANC OF AMERICA SECURITIES LLC and J.P. MORGAN SECURITIES INC., as Co-Lead Arrangers and Joint Book Managers

Bottling Group Llc – CREDIT AGREEMENT (March 28th, 2002)

Exhibit 4.7 EXECUTION COUNTERPART -------------------------------------------- U.S. $250,000,000 364-DAY AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 2, 2001 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN THE CHASE MANHATTAN BANK, as Agent, JPMORGAN and SALOMON SMITH BARNEY INC., as Co-Lead Arrangers and Joint Book Managers and

Bottling Group Llc – 364-DAY CREDIT AGREEMENT (March 29th, 2001)

1 EXHIBIT 4.6 EXECUTION COUNTERPART U.S. $250,000,000 364-DAY CREDIT AGREEMENT Dated as of May 3, 2000 among THE PEPSI BOTTLING GROUP, INC. BOTTLING GROUP, LLC THE LENDERS NAMED HEREIN THE CHASE MANHATTAN BANK, as Agent, SALOMON SMITH BARNEY INC. and BANC OF AMERICA SECURITIES LLC, as Co-Lead Arrangers and Book Managers and CITIBANK, N.A., and BANK OF AMERICA, N.A.,

Bottling Group Llc – REGISTRATION RIGHTS AGREEMENT (June 10th, 1999)

EXHIBIT 4.2 THE PEPSI BOTTLING GROUP, INC. 7% Senior Notes due 2029 REGISTRATION RIGHTS AGREEMENT March 8, 1999 Credit Suisse First Boston Corporation Lehman Brothers Inc. Salomon Smith Barney Inc. Bear, Stearns & Co. Inc. Chase Securities Inc. Warburg Dillon Read LLC Blaylock & Partners, L.P. c/o Credit Suisse First Boston Corporation Eleven Madison Avenue New York, New York 10010-3629 Ladies and Gentlemen: The Pepsi Bottling Group, Inc., a Delaware corporation (the "Issuer"), proposes to issue and sell to Credit Suisse First Boston Corporation, Lehman Brothers Inc., Salomon Smith Barney Inc., Bear, Stearns & Co. Inc., Chase Securities Inc., Warburg Dillon Read LLC and Blaylock & Partners, L.P. (collectively, the "Initial Purchasers"), upon the terms se