COCA COLA CO — Director's Dealing 2012

Dec 19, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COCA COLA CO (KO)
CIK: 0000021344
Period of Report: 2012-10-22

Reporting Person: FAYARD GARY P (Executive Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-22	Common Stock, $.25 Par Value	G	187900	—	Disposed	187900	Indirect
2012-11-07	Common Stock, $.25 Par Value	G	142600	—	Disposed	142600	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.25 Par Value	78544	Direct
Common Stock, $.25 Par Value	4054	Indirect
Common Stock, $.25 Par Value	21029	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Hypothetical Shares	$0		Common Stock, $.25 Par Value (28895)	28895	Indirect

Footnotes

F1: The reporting person's wife transferred her limited partnership interest in a limited liability limited partnership ("Investments LLLP") to two trusts for the benefit of the reporting person's children.

F2: This number reflects The Coca-Cola Company's two-for-one stock split paid on August 10, 2012.

F3: These shares are held by Investments LLLP of which a limited liability company (the "Family LLC") is the sole general partner and two trusts for the benefit of the reporting person's children are the sole limited partners. The reporting person's children are the trustees and beneficiaries of their respective trusts. The reporting person and his wife are the sole owners of the Family LLC and the reporting person has investment control over the shares held by the Family LLC. The reporting person disclaims beneficial ownership of the shares of common stock of The Coca-Cola Company held by Investments LLLP except to the extent of his pecuniary interest therein.

F4: The reporting person transferred his limited partnership interest in a limited liability limited partnership ("Holdings LLLP") to a trust for the benefit of the reporting person's wife and their children (the "Family Trust").

F5: These shares are held by Holdings LLLP of which the Family LLC is the sole general partner and Family Trust is the sole limited partner. The reporting person's wife is trustee of the Family Trust.

F6: Shares credited to my account under The Coca-Cola Company 401(k) Plan, as of December 7, 2012.

F7: Each hypothetical share is equal to one share of common stock of The Coca-Cola Company.

F8: There is no data applicable with respect to the hypothetical shares.

F9: As of December 7, 2012.