Form: S-8

Initial registration statement for securities to be offered to employees pursuant to employee benefit plans

May 19, 1999

EX-24.1 POWERS OF ATTORNEY

Published on May 19, 1999



EXHIBIT 24.1







POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, HERBERT A. ALLEN, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Herbert A. Allen
HERBERT A. ALLEN
Director
The Coca-Cola Company



POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, RONALD W. ALLEN, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Ronald W. Allen
RONALD W. ALLEN
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, CATHLEEN P. BLACK, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Cathleen P. Black
CATHLEEN P. BLACK
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, WARREN E. BUFFETT, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Warren E. Buffett
WARREN E. BUFFETT
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, M. DOUGLAS IVESTER, Chairman of the
Board, Chief Executive Officer and a Director of the Company (the "Company"), do
hereby appoint JAMES E. CHESTNUT, Senior Vice President and Chief Financial
Officer of the Company, JOSEPH R. GLADDEN, JR., Senior Vice President and
General Counsel of the Company, SUSAN E. SHAW, Secretary of the Company, and
CAROL CROFOOT HAYES, Senior Finance Counsel and Assistant Secretary of the
Company, or any one of them, my true and lawful attorney for me and in my name
for the purpose of executing on my behalf (i) the Company's Registration
Statement on Form S-8, or any amendments or supplements thereto, for the
registration of up to 120,000,000 shares of Common Stock of the Company in
accordance with the authorization of the Board of Directors, which Registration
Statement also serves as a post-effective amendment to Registration Nos.
33-21529 and 33-39840; (ii) any application for registration or qualification
(or exemption therefrom) of such securities under the Blue Sky or other federal
or state securities laws and regulations or the laws and regulations of any
governmental entity outside the United States of America; and (iii) any other
document or instrument deemed necessary or appropriate by any of them in
connection with such application for registration or qualification (or exemption
therefrom); and for the purpose of causing any such registration statement or
any subsequent amendment or supplement to such registration statement to be
filed with the Securities and Exchange Commission pursuant to the Securities Act
of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.



/s/ M. Douglas Ivester
M. DOUGLAS IVESTER
Chairman of the Board,
Chief Executive Officer
and Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, SUSAN B. KING, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Susan B. King
SUSAN B. KING
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, DONALD F. MCHENRY, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Donald F. McHenry
DONALD F. MCHENRY
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, SAM NUNN, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Sam Nunn
SAM NUNN
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, PAUL F. OREFFICE, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Paul F. Oreffice
PAUL F. OREFFICE
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, JAMES D. ROBINSON III, a Director of
The Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ James D. Robinson III
JAMES D. ROBINSON III
Director
The Coca-Cola Company





POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, PETER V. UEBERROTH, a Director of
The Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ Peter V. Ueberroth
PETER V. UEBERROTH
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, JAMES B. WILLIAMS, a Director of The
Coca-Cola Company (the "Company"), do hereby appoint M. DOUGLAS IVESTER,
Chairman of the Board, Chief Executive Officer and a Director of the Company,
JAMES E. CHESTNUT, Senior Vice President and Chief Financial Officer of the
Company, JOSEPH R. GLADDEN, JR., Senior Vice President and General Counsel of
the Company, SUSAN E. SHAW, Secretary of the Company, and CAROL CROFOOT HAYES,
Senior Finance Counsel and Assistant Secretary of the Company, or any one of
them, my true and lawful attorney for me and in my name for the purpose of
executing on my behalf (i) the Company's Registration Statement on Form S-8, or
any amendments or supplements thereto, for the registration of up to 120,000,000
shares of Common Stock of the Company in accordance with the authorization of
the Board of Directors, which Registration Statement also serves as a
post-effective amendment to Registration Nos. 33-21529 and 33-39840; (ii) any
application for registration or qualification (or exemption therefrom) of such
securities under the Blue Sky or other federal or state securities laws and
regulations or the laws and regulations of any governmental entity outside the
United States of America; and (iii) any other document or instrument deemed
necessary or appropriate by any of them in connection with such application for
registration or qualification (or exemption therefrom); and for the purpose of
causing any such registration statement or any subsequent amendment or
supplement to such registration statement to be filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ James B. Williams
JAMES B. WILLIAMS
Director
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, JAMES E. CHESTNUT, Senior Vice
President and Chief Financial Officer of The Coca-Cola Company (the "Company"),
do hereby appoint M. DOUGLAS IVESTER, Chairman of the Board, Chief Executive
Officer and a Director of the Company, JOSEPH R. GLADDEN, JR., Senior Vice
President and General Counsel of the Company, SUSAN E. SHAW, Secretary of the
Company, and CAROL CROFOOT HAYES, Senior Finance Counsel and Assistant Secretary
of the Company, or any one of them, my true and lawful attorney for me and in my
name for the purpose of executing on my behalf (i) the Company's Registration
Statement on Form S-8, or any amendments or supplements thereto, for the
registration of up to 120,000,000 shares of Common Stock of the Company in
accordance with the authorization of the Board of Directors, which Registration
Statement also serves as a post-effective amendment to Registration Nos.
33-21529 and 33-39840; (ii) any application for registration or qualification
(or exemption therefrom) of such securities under the Blue Sky or other federal
or state securities laws and regulations or the laws and regulations of any
governmental entity outside the United States of America; and (iii) any other
document or instrument deemed necessary or appropriate by any of them in
connection with such application for registration or qualification (or exemption
therefrom); and for the purpose of causing any such registration statement or
any subsequent amendment or supplement to such registration statement to be
filed with the Securities and Exchange Commission pursuant to the Securities Act
of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.




/s/ James E. Chestnut
JAMES E. CHESTNUT
Senior Vice President and
Chief Financial Officer
The Coca-Cola Company




POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS THAT I, GARY P. FAYARD, Vice President and
Controller of The Coca-Cola Company (the "Company"), do hereby appoint M.
DOUGLAS IVESTER, Chairman of the Board, Chief Executive Officer and a Director
of the Company, JAMES E. CHESTNUT, Senior Vice President and Chief Financial
Officer of The Coca-Cola Company, JOSEPH R. GLADDEN, JR., Senior Vice President
and General Counsel of the Company, SUSAN E. SHAW, Secretary of the Company, and
CAROL CROFOOT HAYES, Senior Finance Counsel and Assistant Secretary of the
Company, or any one of them, my true and lawful attorney for me and in my name
for the purpose of executing on my behalf (i) the Company's Registration
Statement on Form S-8, or any amendments or supplements thereto, for the
registration of up to 120,000,000 shares of Common Stock of the Company in
accordance with the authorization of the Board of Directors, which Registration
Statement also serves as a post-effective amendment to Registration Nos.
33-21529 and 33-39840; (ii) any application for registration or qualification
(or exemption therefrom) of such securities under the Blue Sky or other federal
or state securities laws and regulations or the laws and regulations of any
governmental entity outside the United States of America; and (iii) any other
document or instrument deemed necessary or appropriate by any of them in
connection with such application for registration or qualification (or exemption
therefrom); and for the purpose of causing any such registration statement or
any subsequent amendment or supplement to such registration statement to be
filed with the Securities and Exchange Commission pursuant to the Securities Act
of 1933.

IN WITNESS WHEREOF, I have hereunto set my hand as of the 21st day of
April, 1999.



/s/ Gary P. Fayard
GARY P. FAYARD
Vice President and Controller
The Coca-Cola Company