COCA-COLA ENTERPRISES INC. RESOLVED, that the Company be, and it hereby is, authorized to file with the Securities
and Exchange Commission a registration statement, including any exhibits thereto and any
amendments and supplements thereto, on any appropriate form authorized by the Securities
and Exchange Commission under the Securities Act of 1933, as amended, providing for
registration of the following numbers of shares for the following plans: 100,000 shares
of the Company's common stock issuable under the Coca-Cola Bottling Company of St.
Louis Bargaining Employees' Savings and Investment Plan, 100,000 shares of the Company's
common stock issuable under The Coca-Cola Bottling Company of New York, Inc. Savings Plan
for Southern New England, 200,000 shares of the Company's common stock issuable under the
Lansing Matched Employee Savings and Investment Plan, 100,000 shares of the Company's common
stock issuable under the Coca-Cola Enterprises Inc. Savings and Investment Plan for Certain Bargaining
Employees, 100,000 shares of the Company's common stock issuable under the Central States
Coca-Cola Bottling Company Bargaining Thrift and Savings Plan, 1,000,000 shares of
the Company's common stock issuable under the Coca-Cola Enterprises Inc. Supplemental
Matched Employee Savings and Investment Plan, and 11,000,000 shares of the Company's
common stock issuable under the Coca-Cola Enterprises Inc. Matched Employee Savings and
Investment Plan (collectively, the "Plans"); and FURTHER RESOLVED, that the proper officers of the Company be, and each of them hereby is,
authorized, in the name and on behalf of the Company, to execute and deliver a
power of attorney appointing the directors and officers of the Company, or any of them,
to act as attorney in fact for the Company for the purpose of executing and filing with
the Securities and Exchange Commission any such registration statement, or any amendment or
supplement, thereto, or any document deemed appropriate by any such officer in connection
therewith; and FURTHER RESOLVED, that John R. Parker, Jr. be, and he hereby is, designated and appointed
as the agent for service of the Company in all matters related to such registration statement;
and FURTHER RESOLVED, that the Company may execute and deliver to the New York Stock Exchange,
Inc. or any other appropriate exchange, any application, including any amendment or supplement
thereto, for the listing of shares of the Company's common stock that may be issued under
the Plans, upon official notice of issuance, and may appoint a listing agent or listing
agents to represent the Company for such purpose and to execute, in the name and on behalf
of the Company, any other agreement or instrument that may be necessary or appropriate to
accomplish such listing; and FURTHER RESOLVED, that the Company be, and it hereby is, authorized to effect or maintain
the registration or qualification (or exemption therefrom) of all or any part of the securities
that may be issued under the Plans for offer or sale under the securities laws of any of the
states or jurisdiction of the United States of America or under the applicable laws or
regulations of any country or political subdivision thereof; and FURTHER RESOLVED, that any officer of the Company, or such other person or persons as
the chief executive officer or his designee may appoint, be, and each of them hereby is,
authorized to execute, in the name and on behalf of the Company and under its corporate seal
or otherwise, deliver and file any agreement, instrument, certificate or any other document,
or any amendment or supplement thereto, and to take any other action that such person may
deem appropriate to carry out the intent and purpose of the preceding resolutions and to
effect the transactions contemplated thereby.
RESOLUTION OF THE BOARD OF DIRECTORS
ATLANTA, GEORGIA
OCTOBER 19, 1999