This excerpt taken from the PBG DEF 14A filed Mar 31, 2006.
The Compensation and Management Development Committee. The Compensation and Management Development Committee acts under a written charter that has been approved by the Board of Directors and complies with the NYSE corporate governance rules. The charter is posted on the PBG website at http://www.pbg.com under Investor Relations-Company Information-Corporate Governance and is available in print to any PBG shareholder upon request. The Compensation and Management Development Committees primary responsibilities are to: (i) ensure that the Companys executive compensation programs are appropriately competitive, support organization objectives and shareholder interests and provide linkage between compensation and both individual and company performance; (ii) approve and, where appropriate, recommend to the shareholders for approval annual and long-term executive compensation plans and any changes in such plans; (iii) in cooperation with the Nominating and Corporate Governance Committee, advise the Board in its evaluation of the performance of the Chairman and CEO and approve the base salary of the Chairman and CEO; (iv) approve annual performance goals and objectives and maximum annual incentive awards for the Chairman and CEO and the other named executive officers identified in the Summary Compensation Table of this Proxy Statement (the Covered Executives); (v) certify year-end performance and determine annual incentive awards for the Covered Executives; (vi) evaluate the performance of the other executive officers and approve their base salaries; (vii) approve the aggregate amount for annual incentive awards; (viii) review performance targets and goals for annual incentive awards to other executives and approve the aggregate award pool for such executives; (ix) approve long-term compensation awards; (x) establish Chairman and CEO and key executive succession planning and review management development plans for key executives; and (xi) report to shareholders in the proxy statement on those matters required by SEC rules. The Compensation and Management Development Committee retains an independent compensation consultant to assist the Committee in carrying out its responsibilities, and the Committee annually assesses its own performance and effectiveness. The Compensation and Management Development Committee held four regular meetings and two telephonic meetings during fiscal 2005. Each regular meeting included an executive session with only non-management Directors and the Committees independent compensation consultant present. The report of the Compensation and Management Development Committee is included on page 16.