EXH.10.17.2 - AMDMT. #5 TO SUPPLE. BENEFIT PLAN

EXHIBIT 10.17.2

AMENDMENT NUMBER FIVE
TO THE COCA-COLA COMPANY
SUPPLEMENTAL BENEFIT PLAN


WHEREAS, pursuant to Section 7.5 of The Coca-Cola Company
Supplemental Benefit Plan (the "Plan"), the Supplemental
Benefit Plan Committee (the "Committee") has the authority to
amend the Plan; and

WHEREAS, the Committee wishes to amend the Plan for the
purpose of clarifying the eligibility provisions;

NOW THEREFORE, the Plan hereby is amended as follows:

1.

Effective January 1, 1989, Section 2.9 of the Plan is amended
by adding the following language immediately after the last
word thereof:

"An individual shall be treated as employed by an
Employer under this Plan for any period only if (i)
he or she is actually classified during such period
by the Employer on its payroll, personnel and
benefits system as an employee, and (ii) he or she
is paid for services rendered during such period
through the payroll system, as distinguished from
the accounts payable department of the Employer. No
other individual shall be treated as employed by an
Employer under this Plan for any period, regardless
of his or her status during such period as an
employee under common law or under any statute."

2.

Effective January 1, 1989, Section 4.1 of the Plan is amended
by capitalizing the word "employee" the first time it appears
in said section.

Except as specifically amended hereby, the Plan shall remain
in full force and effect as prior to this Amendment Number
Five.

SUPPLEMENTAL
RETIREMENT PLAN
COMMITTEE

By: /s/ C. Ron Cheeley
Chairman

Date: 2/27/97

ATTEST:


/s/ William J. Wortman
Secretary