COCA COLA CO — Director's Dealing 2004

Jul 6, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COCA COLA CO ((KO))
CIK: 0000021344
Period of Report: 2004-07-01

Reporting Person: ALLEN HERBERT A (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-07-01	Phantom Stock Units	$0.00	A	421.3774	Acquired		Common Stock, $.25 par value (421.3774)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.25 par value	6000000	Direct
Common Stock, $.25 par value	2347920	Indirect
Common Stock, $.25 par value	254687	Indirect
Common Stock, $.25 par value	10400	Indirect
Common Stock, $.25 par value	13407	Indirect

Footnotes

F1: Shares owned by Allen & Company Incorporated ('ACI'), an affiliate of Allen Holding Inc., of which the Reporting Person is a principal shareholder. The filing of this statement shall not be deemed an admission that the Reporting Person is for purposes of Section 16 of the 1934 Act or otherwise, the beneficial owner of such securities.

F2: Includes shares issued pursuant to a dividend reinvestment plan.

F3: Shares owned by Allen Capital II L.P. ('AC II L.P.'), an affiliate of Allen Holding Inc., of which the Reporting Person is a principal shareholder. The Reporting Person, who does not exercise any investment power over such shares and is not involved in the management of AC II L.P.'s portfolios, expressly disclaims beneficial ownership of such securities. The filing of this statement shall not be deemed an admission that the Reporting Person is for purposes of Section 16 of the 1934 Act or otherwise, the beneficial owner of such securities.

F4: Shares owned by Allen Capital International L.P. ('AC International L.P.'), an affiliate of Allen Holding Inc., of which the Reporting Person is a principal shareholder. The Reporting Person, who does not exercise any investment power over such shares and is not involved in the management of AC International L.P.'s portfolios, expressly disclaims beneficial ownership of such securities. The filing of this statement shall not be deemed an admission that the Reporting Person is for purposes of Section 16 of the 1934 Act or otherwise, the beneficial owner of such securities.

F5: Shares owned by Allen Capital L.P. ('AC L.P.') an affiliate of Allen Holding Inc., of which the Reporting Person is a principal shareholder. The Reporting Person, who does not exercise any investment power over such shares and is not involved in the management of AC L.P.'s portfolios, expressly disclaims beneficial ownership of such securities. The filing of this statement shall not be deemed an admission that the Reporting Person is for purposes of Section 16 of the 1934 Act or otherwise, the beneficial owner of such securities.

F6: Each phantom stock unit is economically equivalent to one share of Common Stock.

F7: The phantom stock units were accrued under The Coca-Cola Company Deferred Compensation Plan for Non-Employee Directors and are to be settled 100% in cash after the reporting person leaves the Board.

F8: Includes 50.3841 phantom stock units accrued as a result of crediting phantom dividends.