INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(a)

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

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-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

^* 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.

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).

*  Includes a warrant to purchase 311,470 shares.

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* Includes a warrant to purchase 311,470.

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Explanatory Statement

Dakota Holdings, LLC, a Minnesota limited liability company, Pohlad Companies, a Minnesota corporation, and Robert C. Pohlad (collectively, the “Reporting Persons”) hereby amend their statement on Schedule 13D originally filed on June 30, 2003, as amended by Amendment No. 1 thereto filed on December 2, 2004, and Amendment No. 2 thereto filed on September 8, 2005 (collectively, the “Schedule 13D”), with respect to their beneficial ownership of shares of common stock, par value $0.01 per share, and associated preferred share purchase rights (collectively, the “Shares”), of PepsiAmericas, Inc., which class of securities is registered under Section 12(b) of the Securities Exchange Act of 1934, as amended.

Although the Reporting Persons have maintained their previously reported beneficial ownership of Shares, this amendment is filed to report that such beneficial ownership will, from this point forward, be reported by Starquest Securities, LLC, a Minnesota limited liability company.  Starquest Securities, LLC, Dakota Holdings, LLC, Pohlad Companies and Robert C. Pohlad intend to file their own Schedule 13D concurrent with the filing of this amendment.

As a result of the foregoing, this Schedule 13D will no longer be updated.

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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

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