EXHIBIT AA (99.3)
  


                          JOINT FILING AGREEMENT
  
  In accordance with Rule 13d-1(f) promulgated under the Securities
  Exchange Act of 1934, as amended, the persons named below agree to the
  joint filing on behalf of each of them of a Statement on Schedule 13D
  (including amendments thereto) with respect to the Common Stock of
  Coca-Cola Bottling Co. Consolidated, and further agree that this Joint
  Filing Agreement be included as an exhibit to such joint filing.  Each
  party to this Joint Filing Agreement expressly authorizes The Coca-Cola
  Company to file on such party's behalf any and all amendments to such
  Statement.  Each such party undertakes to notify The Coca-Cola Company
  of any changes giving rise to an obligation to file an amendment to
  Schedule 13D and it is understood that in connection with this
  Statement and all amendments thereto each such party shall be
  responsible only for information supplied by such party.
  
  In evidence thereof, the undersigned, being duly authorized, hereby
  execute this Agreement this 22nd day of December, 1997.
  
                                THE COCA-COLA COMPANY
                                
                                
                                By: /s/ JAMES E. CHESTNUT
                                    -----------------------------
                                   James E. Chestnut
                                   Senior Vice President and
                                   Chief Financial Officer
       
       
                                THE COCA-COLA TRADING COMPANY
                                
                                
                                By: /s/ JAMES E. CHESTNUT
                                    -----------------------------
                                   James E. Chestnut
                                   Vice President and
                                   Chief Financial Officer
                                   
                                   
                                COCA-COLA OASIS, INC.
                                
                                
                                By: /s/ JAMES E. CHESTNUT
                                    -----------------------------
                                    James E. Chestnut
                                   Chief Financial Officer
                                   
       
                                CAROLINA COCA-COLA BOTTLING
                                INVESTMENTS, INC.
                                
                                
                                By: /s/ JAMES E. CHESTNUT
                                    -----------------------------
                                   James E. Chestnut
                                   Senior Vice President and
                                   Chief Financial Officer