NEW YORK (Standard&Poor's) Oct. 23, 2012--Standard&Poor's Ratings Services today assigned its 'A-' senior unsecured debt rating to Purchase, N.Y.-based PepsiCo Inc.'s (A/Stable/A-1) proposed £500 million senior unsecured notes due 2022. PepsiCo will issue the notes under the company's Rule 415 shelf registration. Our rating on PepsiCo's senior unsecured debt, which is at the holding company, reflects our opinion that this debt is structurally subordinated to priority obligations at its operating entities, which generate substantially all of its cash flow and account for a significant portion of total assets but which do not guarantee this debt. PepsiCo has indicated that it plans to use the net proceeds from this offering for general corporate purposes, including the repayment