Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
NOVAK DAVID C
  2. Issuer Name and Ticker or Trading Symbol
YUM BRANDS INC [YUM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chair CEO and Pres
(Last)
(First)
(Middle)
1441 GARDINER LANE
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2012
(Street)

LOUISVILLE, KY 40213
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/10/2012   M   585,934 A $ 17.23 822,764.08 D  
Common Stock 12/10/2012   S   540,600 D $ 66.2 (1) 282,164.08 D  
Common Stock               30,548 I 401(k) Plan
Common Stock               0 I By Daughter

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $ 0 02/03/2012   J V 893.55 (2)     (3)   (3) Common Stock 893.55 $ 0 201,048.7187 D  
Restricted Stock Units $ 0 05/04/2012   J V 805.33 (4)     (3)   (3) Common Stock 805.33 $ 0 201,854.0487 D  
Restricted Stock Units $ 0 08/03/2012   J V 851.89 (2) (4)     (3)   (3) Common Stock 851.89 $ 0 202,705.9387 D  
Restricted Stock Units $ 0 11/02/2012   J V 941.58 (2)     (3)   (3) Common Stock 941.58 $ 0 203,647.5187 D  
Employee Stock Option (Right to Buy) $ 17.23 12/10/2012   M     585,934 01/27/2005 01/27/2014 Common Stock 585,934 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
NOVAK DAVID C
1441 GARDINER LANE
LOUISVILLE, KY 40213
  X     Chair CEO and Pres  

Signatures

 /s/ M. Gayle Hobson, POA   12/12/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) This transaction was executed in multiple trades at prices ranging from $65.76 to $66.82. The price reported above reflects the average price. The reporting person hereby undertakes to provide upon request, to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
(2) Units acquired pursuant Rule 16a-11 exemption. The reported holdings include units acquired in unreported dividend reinvestments.
(3) The restricted stock units vest four years from grant date. Vested shares will be delivered to the reporting person six months from his retirement from YUM! Brands, Inc.
(4) Units acquired pursuant to Rule 16a-11 exemption. The reported holdings include units acquired in unreported dividend reinvestment transactions.

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