UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)
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WIMM-BILL-DANN FOODS OJSC
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(Name of Issuer)
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ORDINARY SHARES, PAR VALUE 20 RUSSIAN RUBLES PER SHARE
AMERICAN DEPOSITARY SHARES, EACH REPRESENTING ONE FOURTH OF AN ORDINARY SHARE, PAR VALUE 20 RUSSIAN RUBLES PER SHARE
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(Title of Class of Securities)
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97263M109
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(CUSIP Number)
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Thomas H. Tamoney, Jr.
PepsiCo, Inc.
700 Anderson Hill Road
Purchase, NY 10577
Tel: (914) 253−3623
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
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June 1, 2011
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-l(f) or 240.13d-l(g), check the following box. o
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*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No.
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97263M109
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1.
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Names of Reporting Persons
PepsiCo, Inc.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a)o
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
North Carolina
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7.
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Sole Voting Power
-0-
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8.
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Shared Voting Power
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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9.
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Sole Dispositive Power
-0-
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10.
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Shared Dispositive Power
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
97.45% (See Item 5)
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14.
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Type of Reporting Person (See Instructions)
CO
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CUSIP No.
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97263M109
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1.
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Names of Reporting Persons
Pepsi-Cola (Bermuda) Limited
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a)o
(b) x
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
Bermuda
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7.
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Sole Voting Power
-0-
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8.
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Shared Voting Power
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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9.
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Sole Dispositive Power
-0-
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10.
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Shared Dispositive Power
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
42,876,257.5 ordinary shares (including ordinary shares underlying ADSs) (See Item 5)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
97.45% (See Item 5)
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14.
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Type of Reporting Person (See Instructions)
CO
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PEPSICO, INC.
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By:
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/s/ Thomas H. Tamoney, Jr.
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Name:
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Thomas H. Tamoney, Jr.
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Title:
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Senior Vice President, Deputy General Counsel and Assistant Secretary
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PEPSI-COLA (BERMUDA) LIMITED
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By:
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/s/ Mary-Lynn Robinson
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Name:
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Mary-Lynn Robinson
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Title:
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President
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