SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DAFT DOUGLAS N

(Last)

(First)

(Middle)

THE COCA-COLA COMPANY

ONE COCA-COLA PLAZA

(Street)

ATLANTA

30313

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
COCA COLA CO [ (KO) ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman of the Board and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2003

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $.25 par value	08/04/2003		M		30,000	A	$21.9062	1,071,625	D
Common Stock, $.25 par value	08/04/2003		F⁽¹⁾		5,795	D	$44.37	1,065,830	D
Common Stock, $.25 par value	08/04/2003		F⁽²⁾		12,029	D	$44.28	1,053,801	D
Common Stock, $.25 par value								7,407⁽³⁾	I	By 401(k) plan
Common Stock, $.25 par value								65,200⁽⁴⁾	I	By wife as trustee

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$21.9062	08/04/2003		M			30,000	10/21/1994⁽⁵⁾	10/20/2003	Common Stock, $.25 par value	30,000	$0	0	D
Hypothetical shares	$0.0000⁽⁶⁾							08/08/1988⁽⁶⁾	08/08/1988⁽⁶⁾	Common Stock, $.25 par value	7,160		7,160⁽⁷⁾	I	By International Thrift Plan
Hypothetical shares	$0.0000⁽⁶⁾							08/08/1988⁽⁶⁾	08/08/1988⁽⁶⁾	Common Stock, $.25 par value	13,503		13,503⁽⁸⁾	I	By Supplemental Benefit Plan

Explanation of Responses:

1. Represents shares delivered to the issuer to pay the option exercise price with respect to 11,738 options exercised.

2. Includes 9,034 shares delivered to the issuer to pay the option exercise price with respect to 18,262 options exercised and 2,995 shares withheld by the issuer for taxes thereon.

3. Shares credited to the Reporting Person's account under The Coca-Cola Company Thrift & Investment Plan, a tax-qualified 401(k) plan, as of August 4, 2003.

4. The Reporting Person disclaims beneficial ownership of these securities. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

5. Grant (with tax withholding right) was awarded on October 21, 1993. One-third of grant became exercisable one year after date of grant, with the remainder becoming exercisable in equal monthly installments over the next 24 months.

6. There is no data applicable with respect to the Hypothetical Shares. The information provided is inserted as a placeholder due to software requirements.

7. As of December 31, 2002.

8. As of June 30, 2003.

Remarks:

	By: Parth S. Munshi, Atty-in-Fact	08/06/2003
	** 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 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).
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 Number.