FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
KNAUSS DONALD R
  2. Issuer Name and Ticker or Trading Symbol
COCA COLA CO [(KO)]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last)
(First)
(Middle)
THE COCA-COLA COMPANY, ONE COCA-COLA PLAZA
3. Date of Earliest Transaction (Month/Day/Year)
08/16/2004
(Street)

ATLANTA, GA 30313
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.25 par value 08/16/2004   M   20,000 A $ 25.375 45,348 D (1)  
Common Stock, $.25 par value 08/16/2004   F(2)   14,212 D $ 44.4 31,136 D  
Common Stock, $.25 par value 08/16/2004   S   900 D $ 44.38 30,236 (3) D  
Common Stock, $.25 par value               10,690 I By 401(k) plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 25.375 08/16/2004   M     20,000   (4) 10/18/2004 Common Stock, $.25 par value 20,000 $ 0 0 D  
Hypothetical shares $ 0 (5)               (6)   (6) Common Stock, $.25 par value 2,643   2,643 I By Supplemental Benefit Plan

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
KNAUSS DONALD R
THE COCA-COLA COMPANY
ONE COCA-COLA PLAZA
ATLANTA, GA 30313
      Executive Vice President  

Signatures

 /s/ Knauss, Donald R.   08/17/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Exhibit Index - Exhibit No. 24 - Power of Attorney
(2) Includes 11,431 shares delivered to issuer to pay the option exercise price and 2,781 shares withheld by issuer for payment of taxes on option exercise.
(3) Includes 249 shares acquired in April and July 2004 under The Coca-Cola Company Dividend and Cash Investment Plan.
(4) Grant (with tax withholding right) was awarded on October 19, 1994. One-third of grant became exercisable one year after date of grant, with the remainder becoming exercisable in equal monthly installments over the next 24 months.
(5) Each hypothetical share is equal to one share of Common Stock of The Coca-Cola Company.
(6) There is no data applicable with respect to the hypothetical shares.

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