2/17/00 M. D. IVESTER LETTER AGREEMENT

Published on March 9, 2000


EXHIBIT 10.17.3
LETTERHEAD OF THE COCA-COLA COMPANY

February 17, 2000



M. Douglas Ivester
Atlanta, Georgia

Dear Doug:

Much has changed since December 5, 1999. The planned restructuring
and transformation of our business is taking place at a very fast pace. Not
only the speed with which we have been able to form and execute our plans but
the particulars applicable to those who might be eligible for voluntary early
retirement had not been clearly envisioned at that time. Thus, we believe the
purpose behind the Board's desire that you remain until April 19 have been
completely satisfied. We also believe that by offering you the benefits of
the voluntary early retirement program, both you and the Company would benefit.
The Compensation Committee has approved these terms on February 16, 2000.

Accordingly, we propose that our letter of December 6, 1999 be
amended as follows:

1. You would resign as Chairman, Director and Chief Executive
Officer effective February 17, 2000.

2. The payments described in the third paragraph would remain
the same but would be offset by payments from the ERP and
would be deemed to include the lump sum payment payable under
the voluntary retirement program.

3. The exercise period for all unexercised options after your
retirement would be that available to all other retirees under
the terms of the options rather than a six month exercise
period.

4. You would receive a lump sum payment from your Supplemental
Thrift Plan upon your retirement.

5. On the first of March you will begin receiving monthly payments
of $4,331.01 which will continue until March 1, 2027 pursuant
to the terms of the Compensation Deferral and Investment Program.

6. The Company would not reimburse you for medical coverage since
your insurance benefits as a retiree would continue, as would
your spouse's.




M. Douglas Ivester
February 11, 2000
Page 2


7. You would be eligible for the Matching Gifts program as a retiree.

8. In the event of your death, all payments due under this letter and
the December 6th letter, as amended by this letter, will be made
to your spouse.

We believe this amendment serves us both. Please accept our best wishes
on your retirement.

On behalf of the Company and the Board



/s/ Herbert A. Allen /s/ Douglas N. Daft
- --------------------------------- --------------------------------------
Herbert A. Allen Douglas N. Daft
Chairman, Compensation Committee President and Chief Operating Officer
The Board of Directors The Coca-Cola Company
The Coca-Cola Company



Agreed and accepted this 17th day of February, 2000


/s/ M. Douglas Ivester
- -------------------------------------
M. Douglas Ivester