YUM BRANDS INC (Form: 3, Received: 02/01/2005 14:17:30)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*
Allan Graham D
2. Date of Event Requiring Statement (MM/DD/YYYY) 2/1/2005
3. Issuer Name and Ticker or Trading Symbol
YUM BRANDS INC [YUM]

(Last)        (First)        (Middle)
14841 DALLAS PARKWAY
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
President - YRI /

(Street)
DALLAS, TX 75254

(City)              (State)              (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4) 2. Amount of Securities Beneficially Owned
(Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Common Stock 2.00 D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security
(Instr. 4) 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 6. Nature of Indirect Beneficial Ownership
(Instr. 5)

Date Exercisable Expiration Date Title Amount or Number of Shares

Employee Stock Option (right to buy) 1/1/2000 1/25/2006 Common Stock 61146.00 $12.27 D

Employee Stock Option (right to buy) 1/20/2002 1/20/2008 Common Stock 42202.00 $13.625 D

Employee Stock Option (right to buy) 1/21/2003 1/21/2009 Common Stock 44710.00 $23.4844 D

Phantom Stock ⁽¹⁾ ⁽²⁾ Common Stock 4058.00 ⁽³⁾ D

Employee Stock Option (right to buy) 1/27/2004 1/27/2010 Common Stock 99072.00 $15.14 D

Employee Stock Option (right to buy) 1/25/2002 ⁽⁴⁾ 1/25/2011 Common Stock 62566.00 $16.7825 D

Employee Stock Option 12/31/2002 ⁽⁵⁾ 12/31/2011 Common Stock 42142.00 $24.4075 D

Phantom Stock ⁽⁶⁾ ⁽²⁾ Common Stock 25054.00 ⁽³⁾ D

Phantom Stock ⁽⁶⁾ ⁽²⁾ Common Stock 6730.00 ⁽³⁾ D

Phantom Stock ⁽⁶⁾ ⁽²⁾ Common Stock 2244.85 ⁽³⁾ D

Employee Stock Option (right to buy) 1/23/2004 ⁽⁷⁾ 1/23/2013 Common Stock 43291.00 $24.3250 D

Director Stock Option (right to buy) 5/15/2004 5/15/2013 Common Stock 38161.00 $26.2050 D

Phantom Stock ⁽³⁾ ⁽²⁾ Common Stock 4058.00 ⁽³⁾ D

Stock Option Right to Buy 4/1/2001 4/1/2007 Common Stock 16336.00 $12.6304 D

Stock Option Right to Buy 1/24/2006 1/24/2012 Common Stock 37658.00 $26.555 D

Stock Option Right to Buy 1/27/2008 1/27/2014 Common Stock 29020.00 $34.46 D

Stock Option Right to Buy 1/27/2005 ⁽⁸⁾ 1/27/2014 Common Stock 58594.00 $34.46 D

Phantom Stock ⁽⁹⁾ ⁽²⁾ Common Stock 16629.60 ⁽³⁾ D

Stock Option (Right to Buy) 1/28/2005 ⁽¹⁰⁾ 1/28/2015 Common Stock 54200.00 $45.06 D

Phantom Stock ⁽¹⁾ ⁽²⁾ Common Stock 17779.00 ⁽³⁾ D

Explanation of Responses:

(1) Shares of phantom stock are payable 04/01/07 or upon Separation and are subject to earlier withdrawal in accordance with the term s of Yum's deferred compensation plan.

(2) The YUM! Brands, Inc. Executive Income Deferral Plan does not have specified expiration dates.

(3) Conversion occurs on a one-for-one basis.

(4) Vesting occurs 25% per year beginning 1/25/2002.

(5) Vesting occurs 25% per year beginning 12/31/2002.

(6) Shares of phantom stock payable upon retirement or termination and are subject to earlier withdrawal in accordance with the terms of YUM! Brands, Inc. deferred compensation plan.

(7) Vesting will occur 25% per year beginning 1/23/2004.

(8) Vesting will occur 25% per year beginning 1/27/2005.

(9) Shares of phantom stock payable on 04/01/2006 and are subject to earlier withdrawal in accordance with the terms of YUM! Brands, Inc. deferred plan.

(10) Vesting will occur 25% per year beginning 01/28/2006

Reporting Owners

Reporting Owner Name / Address Relationships

Director 10% Owner Officer Other

Allan Graham D
14841 DALLAS PARKWAY
DALLAS, TX 75254

President - YRI

Signatures

Graham D. Allan 2/1/2005

^** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2.00	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	1/1/2000	1/25/2006	Common Stock	61146.00	$12.27	D
Employee Stock Option (right to buy)	1/20/2002	1/20/2008	Common Stock	42202.00	$13.625	D
Employee Stock Option (right to buy)	1/21/2003	1/21/2009	Common Stock	44710.00	$23.4844	D
Phantom Stock	⁽¹⁾	⁽²⁾	Common Stock	4058.00	⁽³⁾	D
Employee Stock Option (right to buy)	1/27/2004	1/27/2010	Common Stock	99072.00	$15.14	D
Employee Stock Option (right to buy)	1/25/2002 ⁽⁴⁾	1/25/2011	Common Stock	62566.00	$16.7825	D
Employee Stock Option	12/31/2002 ⁽⁵⁾	12/31/2011	Common Stock	42142.00	$24.4075	D
Phantom Stock	⁽⁶⁾	⁽²⁾	Common Stock	25054.00	⁽³⁾	D
Phantom Stock	⁽⁶⁾	⁽²⁾	Common Stock	6730.00	⁽³⁾	D
Phantom Stock	⁽⁶⁾	⁽²⁾	Common Stock	2244.85	⁽³⁾	D
Employee Stock Option (right to buy)	1/23/2004 ⁽⁷⁾	1/23/2013	Common Stock	43291.00	$24.3250	D
Director Stock Option (right to buy)	5/15/2004	5/15/2013	Common Stock	38161.00	$26.2050	D
Phantom Stock	⁽³⁾	⁽²⁾	Common Stock	4058.00	⁽³⁾	D
Stock Option Right to Buy	4/1/2001	4/1/2007	Common Stock	16336.00	$12.6304	D
Stock Option Right to Buy	1/24/2006	1/24/2012	Common Stock	37658.00	$26.555	D
Stock Option Right to Buy	1/27/2008	1/27/2014	Common Stock	29020.00	$34.46	D
Stock Option Right to Buy	1/27/2005 ⁽⁸⁾	1/27/2014	Common Stock	58594.00	$34.46	D
Phantom Stock	⁽⁹⁾	⁽²⁾	Common Stock	16629.60	⁽³⁾	D
Stock Option (Right to Buy)	1/28/2005 ⁽¹⁰⁾	1/28/2015	Common Stock	54200.00	$45.06	D
Phantom Stock	⁽¹⁾	⁽²⁾	Common Stock	17779.00	⁽³⁾	D

Explanation of Responses:
(1)	Shares of phantom stock are payable 04/01/07 or upon Separation and are subject to earlier withdrawal in accordance with the term s of Yum's deferred compensation plan.
(2)	The YUM! Brands, Inc. Executive Income Deferral Plan does not have specified expiration dates.
(3)	Conversion occurs on a one-for-one basis.
(4)	Vesting occurs 25% per year beginning 1/25/2002.
(5)	Vesting occurs 25% per year beginning 12/31/2002.
(6)	Shares of phantom stock payable upon retirement or termination and are subject to earlier withdrawal in accordance with the terms of YUM! Brands, Inc. deferred compensation plan.
(7)	Vesting will occur 25% per year beginning 1/23/2004.
(8)	Vesting will occur 25% per year beginning 1/27/2005.
(9)	Shares of phantom stock payable on 04/01/2006 and are subject to earlier withdrawal in accordance with the terms of YUM! Brands, Inc. deferred plan.
(10)	Vesting will occur 25% per year beginning 01/28/2006

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Allan Graham D 14841 DALLAS PARKWAY DALLAS, TX 75254			President - YRI

Signatures
Graham D. Allan		2/1/2005
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.