EX-5.1 OPINION AND CONSENT OF GENERAL COUNSEL

EXHIBIT 5.1




April 20, 2000



The Coca-Cola Company
One Coca-Cola Plaza
Atlanta, Georgia 30313

Re: The Coca-Cola Company -- Registration Statement on
Form S-8 relating to 31,802,600 shares of Common Stock

Gentlemen:

I am General Counsel of The Coca-Cola Company, a Delaware corporation (the
"Company"), and have acted as counsel for the Company in connection with the
preparation of a Registration Statement on Form S-8 (the "Registration
Statement") filed with the Securities and Exchange Commission under the
Securities Act of 1933 relating to the registration of 31,802,600 shares of
the Company's Common Stock, par value $.25 per share (the "Shares"), that may
be issued pursuant to The Coca-Cola Company 1989 Restricted Stock Award Plan
(the "Plan").

In connection with this opinion, I have examined and relied upon such
records, documents, certificates and other instruments as in my judgment are
necessary or appropriate to form the basis for the opinions hereinafter set
forth. In all such examinations, I have assumed the genuineness of signatures
on original documents and the conformity to such original documents of all
copies submitted to me as certified, conformed or photographic copies, and as
to certificates of public officials, I have assumed the same to have been
properly given and to be accurate. As to matters of fact material to this
opinion, I have relied upon statements and representations of representatives
of the Company and of public officials.

The opinions expressed herein are limited in all respects to (1) the
federal laws of the United States of America; (2) the laws of the State of
Georgia; and (3) the Delaware General Corporation Law, the applicable
provisions of the Delaware Constitution and the reported judicial decisions
interpreting such Delaware laws; and no opinion is expressed with respect to
the laws of any other jurisdiction or any effect which such laws may have on
the opinions expressed herein. This opinion is limited to the matters stated
herein, and no opinion is implied or may be inferred beyond the matters
expressly stated herein.



The Coca-Cola Company
April 20, 2000
Page 2


Based upon and subject to the foregoing, I am of the opinion that:

(i) the Shares are duly authorized; and

(ii) upon the issuance of the Shares as provided in the Plan, the
Shares will be validly issued, fully paid and nonassessable.

I hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement and to the reference to my name under the caption
"Interest of Named Experts and Counsel" in the Registration Statement.

Very truly yours,

/s/ Joseph R. Gladden, Jr.

Joseph R. Gladden, Jr.