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PEPSI STUFF AND AMAZON MP3 BRING DRM-FREE MP3 MUSIC DOWNLOADS TO THE MASSES: MORE MUSIC FOR MORE PEOPLE ON MORE DEVICES

PEPSI STUFF KICKS OFF ON THE SUPER BOWL

PURCHASE, NY – January 14, 2008 – Pepsi and Amazon.com are teaming up on Pepsi Stuff, a massive collect-and-get program where consumers can download the most DRM-free MP3 music available anywhere. Four billion specially marked Pepsi packages will allow people to collect points and redeem them for music from Amazon MP3 that can be played on virtually any digital portable device (including iPod®), organized in any music management application, or burned to a CD.

Beginning February 1, consumers purchasing Pepsi products can “bank” their points on PepsiStuff.com and redeem them for music on Amazon MP3. Amazon MP3 offers Earth's Biggest Selection of a la carte, DRM-free MP3 music downloads, with over 3.25 million songs from more than 270,000 artists. Five points earn consumers one MP3 song download from the libraries of EMI Music, SONY BMG MUSIC ENTERTAINMENT, Warner Music Group and tens of thousands of other music labels. Pepsi's biggest promotion ever makes its debut on the Super Bowl.

“MP3 music is the future of the industry and Pepsi Stuff is an accelerator,” said Danny Socolof, President of Las-Vegas based MEGA, Inc., which facilitated the Pepsi/Amazon alliance. “It will help more people discover legal DRM-free music downloading sooner than they might normally have. It's also likely to draw in music fans who are not as familiar with digital downloading, which can help build a healthy future for the music business.”

“We are excited to team up with Pepsi and reward millions of Pepsi Stuff participants with high-quality DRM-free music downloads from major and independent labels, playable on virtually any device, and an easy downloading experience that doesn't require special software,” said Bill Carr, Amazon.com Vice President for Digital Music and Movies.

“Pepsi Stuff gives consumers choices – many choices: from the prizes they select, to the music they want to hear, to the device they want to play it on,” said Cie Nicholson, SVP and chief marketing officer, Pepsi-Cola North America. “We're also broadening the prize pool to include Amazon Unbox TV downloads, electronics, apparel, DVDs and CDs. We're offering up to $1 billion in prizes, making this the largest promotion we've ever done.”

Participants can also enter a daily sweepstakes for the chance to win trips to events like the Super Bowl, the MLB All-Star game and the Daytona 500, as well as for cash and many other big prizes. Consumers may sign up now to be reminded when the promotion begins at www.pepsistuff.com .

Pepsi has a long history of marketing through music, beginning with the first advertising jingle ever broadcast nationwide in 1940 and spanning the ‘60s and ‘70s with the Pepsi Generation. In the 1980s Pepsi began developing relationships with some of the world's biggest recording artists and featured chart-topping songs in marketing campaigns, concerts and commercials. It's a strategy that continues today, including recent associations with superstars Kanye West, Beyoncé, Gwen Stefani and Green Day.

Pepsi Stuff will be executed across the entire Pepsi trademark: Pepsi-Cola, Diet Pepsi, Diet Pepsi MAX, Pepsi ONE, Wild Cherry Pepsi, Diet Pepsi Wild Cherry, Diet Pepsi Jazz, Diet Pepsi Lime and Diet Pepsi Vanilla. It will be supported by an extensive marketing campaign that will include TV, radio and outdoor advertising created by BBDO NY . TracyLocke ( Wilton , CT ), Pepsi's promotional agency of record, has been instrumental in the development and ongoing execution of the program.

About Amazon MP3

Amazon MP3 is Amazon's DRM-free MP3 digital music store where every song and album is playable on virtually any digital music-capable device, including the PC, Mac®, iPod®, Zune®, Zen®, iPhone™, RAZR™, and BlackBerry®. Amazon MP3 offers Earth's Biggest Selection of a la carte DRM-free MP3 music downloads with over 3.25 million songs from more than 270,000 artists represented by over 33,000 music labels. Every song on Amazon MP3 is available exclusively in the MP3 format without digital rights management (DRM) software. This means that Amazon MP3 customers are free to enjoy their music downloads using virtually any music-capable device, organize their music using any music management application such as iTunes® or Windows Media Player™, and burn songs to CDs.

About Pepsi-Cola North America

Purchase, N.Y.-based Pepsi-Cola North America (www.pepsi.com) is the refreshment beverage unit of PepsiCo, Inc., in the United States and Canada .  Its U.S.  products include several varieties of Pepsi, Diet Pepsi, Mountain Dew, Sierra Mist, Aquafina, IZZE, SoBe, Dole and Tropicana. The company also makes and markets ready-to-drink iced teas and coffees through joint ventures with Lipton and Starbucks.

Amazon Forward-Looking Statements

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management's expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to competition, management of growth, new products, services and technologies, potential fluctuations in operating results, international expansion, outcomes of legal proceedings and claims, fulfillment center optimization, seasonality, commercial agreements, acquisitions and strategic transactions, foreign exchange rates, system interruption, significant amount of indebtedness, inventory, government regulation and taxation, payments and fraud. More information about factors that potentially could affect Amazon.com's financial results is included in Amazon.com's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2006 , and all subsequent filings. 

Contacts: Nicole Bradley Amazon.com Media Hotline
Pepsi 206-266-7180
(914) 253-2964 www.amazon.com/pr
Nicole.bradley@pepsi.com