EXHIBIT 10.1-1987 STOCK OPTION PLAN

Exhibit 10.1

THE COCA-COLA COMPANY
1987 STOCK OPTION PLAN
as amended through October 15, 1998


SECTION 1. PURPOSE

The purpose of the 1987 Stock Option Plan of The Coca-Cola
Company (the "Plan") is to advance the interest of The Coca-Cola
Company (the "Company") and its Affiliates (as defined in Section
4 hereof) by encouraging and enabling the acquisition of a
financial interest in the Company by officers and other key
employees. In addition, the Plan is intended to aid the Company
and its Affiliates in attracting and retaining key employees, to
stimulate the efforts of such employees and to strengthen their
desire to remain in the employ of the Company and its Affiliates.

The Company may grant stock options which constitute "incentive
stock options" ("ISOs") within the meaning of Section 422A of the
Internal Revenue Code of 1954, as amended (the "Code"), or stock
options which do not constitute ISOs ("NSOs") (ISOs and NSOs
being hereinafter collectively referred to as "Options"). The
Company may also grant cash amounts ("Cash Awards") in connection
with certain NSOs and may grant certain officers of the Company
stock appreciation rights ("Rights") for use in connection with
Options or with other stock options granted by the Company.

SECTION 2. ADMINISTRATION

The Plan shall be administered by a committee (the "Committee")
appointed by the Board of Directors of the Company (the "Board")
or in accordance with Section 7, Article III of the By-Laws of
the Company (as amended through October 17, 1996) from among its
members. Unless and until its members are not qualified to serve
on the Committee pursuant to the provisions of the Plan, the
Compensation Committee of the Board shall function as the
Committee. Eligibility requirements for members of the Committee
shall comply with Rule 16b-3 promulgated pursuant to the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),
or any successor rule or regulation. No person, other than
members of the Committee, shall have any discretion concerning
decisions regarding the Plan. Members of the Committee shall be
members of the Board who are not eligible to participate under
the Plan and who have not been eligible to participate in the
Plan for at least one (1) year prior to the time at which they
become members of the Committee. The Committee shall determine
the key employees of the Company and its Affiliates (including
officers, whether or not they are directors) to whom, and the
time or times at which, Options, Cash Awards and Rights will be
granted, the number of shares to be subject to each Option, the
duration of each Option or Right, the time or times within which
the Option or Right may be exercised, the cancellation of the
Option, Cash Award or Right (with the consent of the holder
thereof) and the other conditions of the grant of the Option,
Cash Award or Right. The provisions and conditions of the grants
of Options, Cash Awards and Rights need not be the same with
respect to each optionee or with respect to each Option, each
Cash Award or each Right.

The Committee may, subject to the provisions of the Plan,
establish such rules and regulations as it deems necessary or
advisable for the proper administration of the Plan, and may make
determinations and may take such other action in connection with
or in relation to the Plan as it deems necessary or advisable.
Each determination or other action made or taken pursuant to the
Plan, including interpretation of the Plan and the specific
conditions and provisions of the Options, Cash Awards and Rights
granted hereunder by the Committee shall be final and conclusive
for all purposes and upon all persons including, but without
limitation, the Company, its Affiliates, the Committee, the
Board, officers and the affected employees of the Company and/or
its Affiliates and their respective successors in interest.


SECTION 3. STOCK

The stock to be issued, transferred and/or sold under the Plan
shall be shares of Common Stock, $.25 par value, of the Company
(the "Stock"). The Stock shall be made available from authorized
and unissued Common Stock of the Company or from the Company's
treasury shares. Pursuant to Section 13 of the Plan, no
additional Options or Rights may be granted under the Plan after
April 15, 1992. The number of shares subject to existing
Options or Rights granted prior to such date are subject to
adjustment in accordance with Section 12 hereof. Stock subject
to any unexercised portion of an Option or Right which expires or
is cancelled, surrendered or terminated for any reason may again
be subject to Options and/or Rights granted under the Plan. Upon
surrender of an Option or a stock option granted under any other
plan heretofore or hereafter adopted by the Company and the
exercise of a Right, the number of shares of Stock subject to the
surrendered Option or stock option shall be charged against the
maximum number of shares of Stock issuable or transferable under
the Plan or the stock option plan pursuant to which the
surrendered Option or stock option was granted, and such number
of shares of Stock shall not be issuable or transferable under
such Plan or plan in the future. The surrender of any stock
option issued other than pursuant to a stock option plan pursuant
to the exercise of a Right shall not result in a charge against
the maximum number of shares issuable or transferable under the
Plan or any other stock option plan.

SECTION 4. ELIGIBILITY

Options, Cash Awards and Rights may be granted to employees of
the Company and its Affiliates. The term "Affiliates" shall mean
any corporation or other business organization in which the
Company owns, directly or indirectly, 25 percent or more of the
voting stock or capital at the time of the granting of such
Option or Right; provided, however, that no ISO may be granted to
any employee of an Affiliate which is not a corporation or to any
employee of an Affiliate which is not at least 50 percent owned,
directly or indirectly, by the Company. No employee shall be
granted the right to acquire pursuant to Options granted under
the Plan more than 5 percent of the aggregate number of shares of
Stock issuable under the Plan.

SECTION 5. AWARDS OF OPTIONS

Except as otherwise specifically provided herein, Options granted
pursuant to the Plan shall be subject to the following terms and
conditions:

(a) OPTION PRICE. The option price shall be 100 percent of the
fair market value of the Stock on the date of grant. The fair
market value of a share of Stock shall be the average of the high
and low market prices at which a share of Stock shall have been
sold on the date of grant, or on the next preceding trading day
if such date was not a trading date, as reported on the New York
Stock Exchange Composite Transactions listing.

(b) PAYMENT. The option price shall be paid in full at the time
of exercise, except as provided in the next sentence. For
exercises of NSOs executed by Merrill Lynch, Pierce Fenner &
Smith using the cashless method, the exercise price shall be paid
in full no later than the close of business on the third business
day following the exercise. "Business day" means a day on which
the New York Stock Exchange is open for securities trading.

No shares shall be issued or transferred until full payment has
been received therefor. Payment may be in cash or, with the
prior approval of and upon conditions established by the
Committee, by delivery of shares of Stock owned by the optionee.
Cash payment for the shares purchased under an NSO may be offset
by the amount of any Cash Award approved by the Committee. If
payment is made by the delivery of shares of Stock, the value of
the shares delivered shall be computed on the basis of the
reported market price at which a share of Stock shall have most
recently traded prior to the time the exercise order was
processed. Such price will be determined by reference to the New
York Stock Exchange Composite Transactions listing.

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(c) DURATION OF OPTIONS. The duration of Options shall be
determined by the Committee, but in no event shall the duration
of an Option exceed ten (10) years from the date of its grant.

(d) OTHER TERMS AND CONDITIONS. Options may contain such other
provisions, not inconsistent with the provisions of the Plan, as
the Committee shall determine appropriate from time to time;
provided, however, that, except in the event of a "Change in
Control", death or disability of the optionee or "Retirement", as
defined in Section 10, no Option shall be exercisable in whole or
in part for a period of twelve (12) months from the date on which
the Option is granted, and subject to the provisions of Section
10 hereof, thereafter the ratio of the number of shares for which
any such Option is exercisable through any given date may not
exceed the ratio of the number of months (a fraction thereof
counting as a full month) between the date on which the Option is
granted and such given date to a period of thirty-six (36) months
(or such lesser period as determined by the Committee in its
discretion). The grant of an Option and/or Right to any employee
shall not affect in any way the right of the Company and any
Affiliate to terminate the employment of the holder thereof.

(e) ISOs. The Committee, with respect to each grant of an Option
to an optionee, shall determine whether such Option shall be an
ISO, and, upon determining that an Option shall be an ISO, shall
designate it as such in the written instrument evidencing such
Option. If the written instrument evidencing an Option does not
contain a designation that it is an ISO, it shall not be an ISO.

The aggregate fair market value (determined in each instance on
the date on which an ISO is granted) of the Stock with respect to
which ISOs are first exercisable by any optionee in any calendar
year shall not exceed $100,000 for such optionee. If any
subsidiary or Affiliate of the Company shall adopt a stock option
plan under which options constituting incentive stock options (as
defined in Section 422A(b) of the Code) may be granted, the fair
market value of the Stock on which any such incentive stock
options are granted and the times at which such incentive stock
options will first become exercisable shall be taken into account
in determining the maximum amount of ISOs which may be granted to
the optionee in any calendar year.

SECTION 6. AWARDS OF RIGHTS

The Committee may, at any time and in its discretion, grant to
any officer of the Company who is awarded or who holds an
outstanding Option or any other outstanding stock option granted
by the Company the right to surrender such Option (to the extent
any Option or such other stock option is otherwise exercisable)
and to receive from the Company an amount equal to the excess, if
any, of the fair market value of the Stock with respect to which
such Option is surrendered on the date of such surrender over the
option price of the Option or other stock option surrendered. No
ISO may be surrendered in connection with the exercise of a Right
unless the fair market value of the Stock subject to the ISO is
greater than the option price for such Stock. Payment by the
Company of the amount receivable upon any exercise of a Right may
be made by the delivery of Stock or cash or any combination of
Stock and cash, as determined in the sole discretion of the
Committee from time to time. No fractional shares shall be used.
The Committee may provide for the elimination of fractional
shares of Stock without adjustment or for the payment of the
value of such fractional shares in cash. Shares of Stock of the
Company delivered to the optionee upon the exercise of a Right
and the surrender of the Option or stock option shall be valued
at the fair market value of a share of Stock on the date the
right is exercised and the Option or stock option is surrendered.
The Committee may limit the period or periods during which the
Rights may be exercised and may provide such other terms and
conditions (which need not be the same with respect to each
optionee) under which a Right may be granted and/or exercised. A
Right may be exercised only as long as the related Option or
stock option is exercisable; provided, however, that no Right may
be exercised and cash paid in partial or complete satisfaction
thereof during the first six (6) months exercised following the
date of grant of the Right and related Option. In no event may a
Right be exercised more than ten (10) years after the date of the
grant of the Right and the related Option or stock option. The
fair market value of a share of Stock shall be the average of the
high and low market prices at which a share of Stock shall have
been sold on the date the Option or the stock option is
surrendered or on the next preceding trading day, if such date is
not a trading day, as reported on the New York Stock Exchange
Composite Transactions listing.

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SECTION 7. CASH AWARDS

The Committee may, at any time and in its discretion, grant to
any employee who is granted an NSO the right to receive, at such
times and in such amounts as determined by the Committee in its
discretion, a cash amount ("Cash Award") which is intended to
reimburse the employee for all or a portion of the Federal, state
and local income taxes imposed upon such employee as a
consequence of the exercise of an NSO and the receipt of a Cash
Award.

SECTION 8. REPLACEMENT AND EXTENSION OF THE TERMS OF OPTIONS,
CASH AWARDS AND RELATED RIGHTS

The Committee from time to time may permit an optionee under the
Plan or any other stock option plan heretofore or hereafter
adopted by the Company to surrender for cancellation any
unexercised outstanding stock option and related Right and
receive from the Company in exchange an Option for such number of
shares of Stock as may be designated by the Committee. Such
optionees also may be granted related Rights or Cash Awards as
provided in Sections 6 and 7. In addition, the Committee may
extend the duration of any NSO and/or Right for a period not to
exceed one (1) year, subject to the provisions of paragraph 5(c),
without changing the option price and on such other terms and
conditions as the Committee may deem advisable.

SECTION 9. NONTRANSFERABILITY OF OPTION AND RIGHT

No Option or Right granted pursuant to the Plan shall be
transferable otherwise than by will or by the laws of descent and
distribution. During the lifetime of an optionee, the Option and
Right shall be exercisable only by the optionee personally or by
the optionee's legal representative.

SECTION 10. EFFECT OF TERMINATION OF EMPLOYMENT, DEATH,
RETIREMENT OR A CHANGE IN CONTROL

(a) If an optionee's employment with the Company and/or its
Affiliates shall be terminated for any reason, except death,
disability or Retirement, as hereinafter defined, to the extent
the Option was exercisable by the optionee at the date of such
termination of employment, the optionee shall be entitled to
exercise the Option for the period of six (6) months from the
date of such termination of employment unless the Option, by its
terms, expires prior thereto, except as provided in paragraph (b)
of this Section 10.

(b) If an optionee shall die or become disabled while an
employee of the Company or any Affiliate or within six (6) months
from the date of termination of employment with the Company or
any Affiliate but prior to the expiration of the Option, the
executor or administrator of the optionee's estate or a
transferee of the Option pursuant to Section 9 or the disabled
employee shall have the right to exercise the Option, and the
right to exercise the Option shall terminate upon the earliest of
(i) the expiration of twelve (12) months from the date of such
termination of employment, (ii) the expiration of twelve (12)
months from the date of the optionee's death or disability, or
(iii) as otherwise provided by the terms of the Option. As used
in the Plan, the term "disabled" shall have the meaning set forth
in the Company's Long Term Disability Income Plan.

(c) If an optionee's employment with the Company and/or its
Affiliates shall be terminated by reason of death, disability or
Retirement, all Options held by the optionee shall become
exercisable. Death or disability of the optionee occurring after
termination of employment with the Company and/or its Affiliates
shall not cause any Options to become exercisable. The optionee
shall be entitled to exercise exercisable Option or Options for
the period of six (6) months from the date of Retirement or, in
the case of such death or disability, in accordance with the
terms of Section 10(b) hereof, unless any such Option, by its
terms, expires prior thereto. "Retirement", as used herein,
shall mean an employee's termination of employment on a date
which is on or after the earliest date on which such employee
would be eligible for an immediately payable benefit pursuant to
(i) for those employees eligible for participation in the
Company's Supplemental Retirement Plan, the terms of that Plan
and (ii) for all other employees, the terms of the Employees
Retirement Plan (the "ERP") assuming such employee were eligible
to participate in the ERP.

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(d) All Options held by an optionee shall become exercisable
upon the occurrence of a Change in Control. A "Change in
Control" shall mean a change in control of a nature that would be
required to be reported in response to item 6(e) of Schedule 14A
of Regulation 14A promulgated under the Exchange Act as in effect
on November 15, 1988, provided that such a change in control
shall be deemed to have occurred at such time as (i) any "person"
(as that term is used in Sections 13(d) and 14(d)(2) of the
Exchange Act), is or becomes the "beneficial owner" (as defined
in Rule 13d-3 under the Exchange Act) directly or indirectly, of
securities representing 20% or more of the combined voting power
for election of directors of the then outstanding securities of
the Company or any successor of the Company; (ii) during any
period of two consecutive years or less, individuals who at the
beginning of such period constituted the Board of Directors of
the Company cease, for any reason, to constitute at least a
majority of the Board of Directors, unless the election or
nomination for election of each new director was approved by a
vote of at least two-thirds of the directors then still in office
who were directors at the beginning of the period; (iii) the
shareholders of the Company approve any merger or consolidation
as a result of which the Stock shall be changed, converted or
exchanged (other than a merger with a wholly-owned subsidiary of
the Company) or any liquidation of the Company or any sale or
other disposition of 50% or more of the assets or earning power
of the Company; or (iv) the shareholders of the Company approve
any merger or consolidation to which the Company is a party as a
result of which the persons who were shareholders of the Company
immediately prior to the effective date of the merger or
consolidation shall have beneficial ownership of less than 50% of
the combined voting power for election of directors of the
surviving corporation following the effective date of such merger
or consolidation; provided, however, that no Change in Control
shall be deemed to have occurred if, prior to such time as a
Change in Control would otherwise be deemed to have occurred, the
Board of Directors determines otherwise.

(e) Whether military or other government eleemosynary service or
other leave of absence will constitute termination of employment
shall be determined in each case by the Committee in its sole
discretion.

SECTION 11. RIGHTS AS A SHAREHOLDER

An optionee or a transferee of an optionee pursuant to Section 9
shall have no right as a stockholder with respect to any Stock
covered by an Option or receivable upon the exercise of an Option
or Right until the optionee or transferee shall have become the
holder of record of such Stock, and no adjustments shall be made
for dividends in cash or other property or other distributions or
rights in respect to such Stock for which the record date is
prior to the date on which the optionee or transferee shall have
in fact become the holder of record of the share of Stock
acquired pursuant to the Option or Right.

SECTION 12. ADJUSTMENT IN THE NUMBER OF SHARES AND IN OPTION
PRICE

In the event there is any change in the shares of Stock through
the declaration of stock dividends, or stock splits or through
recapitalization or merger or consolidation or combination of
shares or otherwise, the Committee or the Board shall make such
adjustment, if any, as it may deem appropriate in the number of
shares of Stock available for Options and Rights as well as the
number of shares of Stock subject to any outstanding Option or
Right and the option price thereof. Any such adjustment may
provide for the elimination of any fractional shares which might
otherwise become subject to any Option or Right without payment
therefor.

SECTION 13. AMENDMENTS, MODIFICATIONS AND TERMINATION OF THE
PLAN

The Board or the Committee may terminate the Plan, in whole or in
part, may suspend the Plan, in whole or in part, from time to
time and may amend the Plan from time to time, including the
adoption of amendments deemed necessary or desirable to qualify
the Options, Cash Awards and/or Rights under the laws of various
countries (including tax laws) and under rules and regulations
promulgated by the Securities and Exchange Commission with
respect to employees who are subject to the provisions of Section
16 of the Exchange Act, or to correct any defect or supply an
omission or reconcile any inconsistency in the Plan or in any
Option or Right granted thereunder, without the approval of the
stockholders of the Company; provided, however, that no action
shall be taken without the approval of the stockholders of the
Company to increase the number of shares of Stock on which
Options and Rights may

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be granted, or change the manner of determining the option price
or change the manner of determining the amount payable upon
exercise of a Right, or increase the maximum duration of an
Option, or change the class of employees eligible to participate,
or withdraw administration from the Committee, or permit any
person while a member of the Committee to be eligible to receive
or hold an Option or Right granted under the Plan.

No amendment or termination or modification of the Plan shall in
any manner affect any Option, Cash Award or Right theretofore
granted without the consent of the optionee, except that the
Committee may amend or modify the Plan in a manner that does
affect Options, Cash Awards or Rights theretofore granted upon a
finding by the Committee that such amendment or modification is
in the best interest of holders of outstanding Options, Cash
Awards or Rights affected thereby. The Plan shall terminate five
(5) years after the date of approval of the Plan by stockholders
of the Company unless earlier terminated by the Board or by the
Committee.

SECTION 14. GOVERNING LAW

The Plan and all determinations made and actions taken pursuant
thereto shall be governed by the laws of the State of Georgia and
construed in accordance therewith.

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