11-K: Annual report of employee stock purchase, savings and similar plans

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 11-K
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|X| ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001

OR

| | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______


Commission File No. 001-02217


THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
(Full title of the plan)



THE COCA-COLA COMPANY
(Name of issuer of the securities held pursuant to the plan)

One Coca-Cola Plaza
Atlanta, Georgia 30313
(Address of the plan and address of issuer's principal executive offices)

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THE COCA-COLA COMPANY
THRIFT & INVESTMENT PLAN

Financial Statements
For the Years Ended December 31, 2001 and 2000
Together with Independent Auditors' Report











THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Financial Statements and Schedules
For the Years Ended December 31, 2001 and 2000


Table of Contents


Page
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Independent Auditors' Report 1


Statements of Net Assets Available for Benefits 2


Statement of Changes in Net Assets Available for Benefits 3


Notes to Financial Statements 4




Supplemental Schedules
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Schedule H, line 4i - Schedule of Assets (Held at End of Year) 10


Schedule H, line 4j - Schedule of Reportable Transactions 13





To the Corporate Retirement Plan
Administrative Committee
The Coca-Cola Company
Atlanta, Georgia:


Independent Auditors' Report
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We have audited the accompanying statements of net assets available for benefits
of The Coca-Cola Company Thrift & Investment Plan (the "Plan") as of
December 31, 2001 and 2000 and the related statement of changes in net assets
available for benefits for the year ended December 31, 2001. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of The Coca-Cola
Company Thrift & Investment Plan as of December 31, 2001 and 2000 and the
changes in net assets available for benefits for the year ended December 31,
2001, in conformity with accounting principles generally accepted in the United
States of America.

Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
at end of year and reportable transactions are presented for purposes of
additional analysis and are not a required part of the basic financial
statements but are supplemental information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.


/s/ BANKS, FINLEY, WHITE & CO.


June 7, 2002.


1



THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Statements of Net Assets Available for Benefits
December 31, 2001 and 2000


2001 2000
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ASSETS

Investments (Notes 3 and 4) $ 1,458,863,643 $ 1,924,109,881

Accrued interest receivable 95,329 76,740
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NET ASSETS AVAILABLE FOR BENEFITS $ 1,458,958,972 $ 1,924,186,621
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The accompanying notes are an integral part of the financial statements.


2



THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 2001


ADDITIONS TO NET ASSETS ATTRIBUTED TO:

Investment income:
Dividend income $ 17,837,491
Interest income 10,343,771
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Total investment income 28,181,262
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Contributions:
Employer 17,841,660
Participants 51,044,539
Rollovers from other qualified plans 978,054
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Total contributions 69,864,253
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Total additions 98,045,515
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:

Distributions to Participants 194,379,371

Net depreciation in fair value of
investments (Note 3) 368,893,793
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Total deductions 563,273,164
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Net decrease in net assets available for benefits (465,227,649)

Net assets available for benefits, beginning of year 1,924,186,621
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NET ASSETS AVAILABLE
FOR BENEFITS, END OF YEAR $ 1,458,958,972
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The accompanying notes are an integral part of the financial statements.


3



THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements
December 31, 2001 and 2000


NOTE 1 - DESCRIPTION OF PLAN

The Coca-Cola Company Thrift & Investment Plan (the "Plan") is a defined
contribution pension plan covering a majority of the domestic employees of The
Coca-Cola Company and its participating subsidiaries (the "Company"), with the
exception of employees represented by bargaining units which have not negotiated
coverage and others listed in the Plan document.

Effective January 1, 2001, eligible employees can participate in the Plan upon
their date of hire or rehire with the Company. Prior to January 1, 2001,
eligible employees could participate after completing three months of service.
The election to contribute to the Plan by employees (the "Participants") is
voluntary. Participant contributions are in the form of payroll deductions with
the Company currently contributing an amount equal to 100% of the first 3% of
compensation contributed by a Participant, subject to certain limitations
imposed by the Internal Revenue Code ("IRC").

Participants may contribute to the Plan with "Before Tax" dollars or "After Tax"
dollars. "Before Tax" contributions are not subject to current federal income
taxes but are subject to Federal Insurance Contributions Act (FICA) taxes.
"Before Tax" and "After Tax" contributions are limited in total to 15% of
compensation. For 2001, the maximum "Before Tax" annual contribution amount
under the IRC was $10,500.

Participants may borrow from their account balance subject to certain
limitations. Participant loans may be taken from a combination of "Before Tax",
"After Tax" and rollover account balances.

All contributions are paid to a trustee and are invested as directed by
Participants and the Company. Effective January 1, 2001, Participants may direct
their contributions into any of 27 separate investment options. The individual
funds and/or fund categories are as follows:

COMPANY STOCK FUND - Common stock of The Coca-Cola Company with some
moderate cash and/or cash equivalent holdings for liquidity purposes.

GOVERNMENT FUND - A money market fund investing in securities issued
by, or guaranteed by, the U.S. government, U.S. government agencies,
and U.S. government-sponsored agencies.

RETIREMENT PRESERVATION TRUST (BLEND) - A collective trust investing in
Guaranteed Investment Contracts, obligations of U.S. government and
U.S. government agency securities, and money market securities. Prior
to April 1, 2001, this investment option was known as the Stable Value
Fund.

4



Notes to Financial Statements, Continued


NOTE 1 - DESCRIPTION OF PLAN, CONTINUED

INTERMEDIATE TERM BOND FUNDS - Four mutual funds investing in a
diversified portfolio of bonds issued by U.S. and foreign companies as
well as U.S. and foreign governments.

BALANCED FUNDS - Three mutual funds investing in a targeted mixture of
stocks and bonds.

LARGE-CAP STOCK FUNDS - Seven mutual funds investing in a diversified
portfolio of stocks and generally maintaining a median market
capitalization in excess of $9 billion.

MID-CAP STOCK FUND - One mutual fund investing in a diversified
portfolio of stocks and maintaining a median market capitalization
between $2 billion and $9 billion.

SMALL-CAP STOCK FUNDS - Four mutual funds investing in a diversified
portfolio of stocks and maintaining a median market capitalization of
less than $2 billion.

INTERNATIONAL STOCK FUNDS - Five mutual funds investing in a
diversified portfolio of stocks of companies located outside the U.S.
or a combination of stocks of U.S. companies and foreign companies.

In addition, five LifePath Funds were available as investment options through
June 30, 2001. These funds maintained a diversified portfolio of common stocks
and bonds. Each fund was designed to maintain a level of risk appropriate to its
target date.

All Company contributions are invested in the Company Stock Fund and are
immediately vested to the Participants.

Participants are allowed to roll over account balances from other qualified
plans or Individual Retirement Accounts into the Plan. Upon retirement,
termination or disability, Participants may choose to receive payment from the
Plan in a lump sum distribution, installments or in partial payments (a portion
paid in a lump sum, and the remainder paid later).

ADMINISTRATION

The Plan is administered by the Corporate Retirement Plan Administrative
Committee (the "Committee") which, as administrator, has complete control of and
sole discretion over the administration of the Plan. All administrative expenses
of the Plan were paid by the Company during 2001.


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Notes to Financial Statements, Continued


NOTE 1 - DESCRIPTION OF PLAN, CONTINUED

PARTICIPANTS' LOANS

The following applies to Participants' loans:

(a) The maximum amount that a Participant may borrow is the lesser of 50%
of their account balance or $50,000. The $50,000 maximum is reduced by
the Participant's highest outstanding loan balance on any loans during
the preceding 12 months.

(b) The minimum loan amount is $1,000.

(c) The loan interest rate is the prime rate as published in The Wall
Street Journal at the inception of the loan.

(d) The loan repayment period is limited to 60 months for a general purpose
loan and 180 months for a loan used to purchase or build a principal
residence.

VALUATION OF PARTICIPANTS' ACCOUNTS

Participants' account balances are valued based upon the number of units of each
investment fund owned by the Participants. Units are revalued on a daily basis
to reflect earnings and other transactions. Participants' accounts are updated
on a daily basis to reflect transactions affecting account balances.

PLAN TERMINATION

The Company expects the Plan to be continued indefinitely but reserves the right
to terminate the Plan or to discontinue its contributions to the Plan at any
time, by written approval from the Committee. In the event of termination, the
Committee may either:

(a) continue the trust for as long as it considers advisable, or

(b) terminate the trust, pay all expenses from the trust fund, and direct
the payment of Participants' account balances, either in the form of
lump-sum distributions, installment payments, or any other form
selected by the Committee.

The description of the Plan presented above is as of December 31, 2001.
Additional information about the Plan is available from the Company's Employee
Benefits Department.


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Notes to Financial Statements, Continued


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The financial statements of the Plan are maintained on an accrual basis.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires Plan management to make estimates and assumptions
that affect certain reported amounts and disclosures. Accordingly, actual
results may differ from those estimates.

VALUATION OF INVESTMENTS

Short-term investments are stated at cost, which approximates fair value. The
investments in common stock of The Coca-Cola Company and the mutual funds are
stated at fair value based upon quoted prices in active markets at the last
reported sales price on the last business day of the Plan year. Participants'
loans are valued based upon remaining unpaid principal balance plus any accrued
but unpaid interest.

The Guaranteed Investment Contracts within the Retirement Preservation Trust
(Blend) are reported at contract value, which is equivalent to fair value.
Contract value represents contributions made under the contracts, plus earnings,
less withdrawals and administrative expenses. These investment contracts are
fully-benefit responsive, which means Participants may ordinarily direct the
withdrawal or transfer of all or a portion of their investment at contract
value. There are no reserves against contract value for credit risk of the
contract issuer or otherwise. The weighted-average yield and crediting interest
rates for the contracts were both approximately 6.66% for 2001 and 6.35% for
2000.

RECLASSIFICATIONS

Certain reclassifications have been made for the prior year to conform to the
current year presentation.


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Notes to Financial Statements, Continued


NOTE 3 - INVESTMENTS

During 2001, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in fair value (as
determined by quoted market price) by $368,893,793 as follows:

Common stock of The Coca-Cola Company $ 345,188,404
Mutual funds 23,705,389
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$ 368,893,793

The fair value of individual investments that represent 5% or more of the Plan's
net assets at December 31 is as follows:

2001 2000
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Common stock of The Coca-Cola Company $ 1,111,612,879 $ 1,567,657,645
S&P 500 Stock Fund $ 90,123,601 -

Investments in common stock of The Coca-Cola Company include both participant
and nonparticipant-directed investments.

NOTE 4 - NONPARTICIPANT-DIRECTED INVESTMENTS

Information about the net assets and the significant components of the changes
in net assets relating to the nonparticipant-directed investments is as follows:

December 31, December 31,
2001 2000
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Net assets, at fair value:
Common stock of The Coca-Cola
Company $ 576,667,455 $ 753,372,896


Year ended
December 31, 2001
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Changes in net assets:
Contributions $ 17,841,660
Dividends 9,117,770
Net depreciation (126,979,637)
Distributions to Participants (71,355,689)
Intra-Plan transfers (5,329,545)
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Net decrease in net assets ($ 176,705,441)
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8



Notes to Financial Statements, Continued


NOTE 5 - TRANSACTIONS WITH PARTIES-IN-INTEREST

During 2001, the Plan purchased 2,026,744 shares of common stock of The
Coca-Cola Company, in market and intra-Plan transactions, with a fair market
value of $98,072,123. During 2001, the Plan sold 4,176,524 shares of common
stock of The Coca-Cola Company for proceeds of $208,197,933, resulting in a gain
of $112,775,167. During 2001, dividends earned by the Plan on common stock of
The Coca-Cola Company were $17,837,491. As of December 31, 2001 and 2000, the
Plan held 23,576,095 and 25,725,875 shares of common stock of The Coca-Cola
Company with a fair market value of $1,111,612,879 and $1,567,657,645,
respectively.

The Plan's Retirement Preservation Trust (Blend), Government Fund, Small Cap
Index Fund, Agreggate Bond Index Fund, International Index Fund, Basic Value
Fund, Small Cap Value Fund and Fundamental Growth Fund are managed by Merrill
Lynch Investment Managers. Merrill Lynch Trust Company is the Trustee as defined
by the Plan and, therefore, the transactions in these funds qualify as
party-in-interest.

NOTE 6 - INCOME TAX STATUS

The Internal Revenue Service has ruled that the Plan qualifies under Section
401(a) of the Internal Revenue Code of 1986 (the "IRC") and is, therefore, not
subject to tax under present income tax laws. Once qualified, the Plan is
required to operate in conformity with the IRC to maintain its qualification.
The Plan obtained its latest determination letter on March 17, 1999, in which
the Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the IRC. The Plan has been
amended since receiving the determination letter. The Plan administrator and
the Plan's tax counsel believe that the Plan is designed and being operated in
compliance with the applicable requirements of the IRC.

On January 31, 2002, the Plan administrator filed a request with the Internal
Revenue Service for a new determination letter.


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THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
EIN: 58-0628465 PN: 002

Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2001