COCA-COLA COMPANY EXECUTIVE PERFORMANCE INC. PLAN

EXHIBIT 10.22



EXECUTIVE PERFORMANCE INCENTIVE PLAN
OF THE COCA-COLA COMPANY


I. Plan Objective

The purpose of the Executive Performance Incentive Plan of The
Coca-Cola Company is to promote the interests of The Coca-Cola Company by
providing additional incentive for participating executive officers who
contribute to the improvement of operating results of the Company and to reward
outstanding performance on the part of those individuals whose decisions and
actions most significantly affect the growth and profitability and efficient
operation of the Company.

II. Definitions

The terms used herein will have the following meanings:

a. "Plan" means this Executive Performance Incentive
Plan of The Coca-Cola Company.

b. "Code" means the Internal Revenue Code of 1986, as
amended.

c. "Company" means The Coca-Cola Company and any
corporation or other business organization in which the
Company owns, directly or indirectly, at least 25 percent of
the voting stock or capital.

d. "Board of Directors" means the Board of Directors of
the Company.

e. "Committee" means the Compensation Committee of the
Board of Directors or a subcommittee thereof consisting of not
less than two members of the Board of Directors.

f. "Opportunity" shall have the meaning set forth in
Section V(a) hereof.

g. "Award" means an award, with adjustments (if any),
paid pursuant to the provisions of the Plan.

h. "Plan Year" means the 12 month period beginning
January 1 and ending December 31.





i. "Participant" means an executive officer who is
selected for participation by the Committee.

III. Administration of the Plan

The Committee will have full power and authority to interpret and
administer the Plan in accordance with the rules and determinations adopted by
it.

IV. Eligibility

Eligibility for participation in the Plan is limited to executive
officers who are selected in the sole discretion of the Committee. No person
is automatically entitled to participate in the Plan in any Plan Year. Any
person who is a Participant for a particular Plan Year shall be ineligible to
participate in the Annual Performance Incentive Plan of the Company for such
Plan Year.

The fact that an executive officer is eligible to participate in the
Plan in one Plan Year does not assure that such executive officer will be
eligible to participate in any subsequent year. The fact that an executive
officer participates in the Plan for any Plan Year does not mean that the
executive officer will receive an Award in any Plan Year.

The Committee will determine an executive officer's participation in
the Plan prior to the time when substantial services relating to the Plan Year
are rendered.

V. Determination of Goals

a. For each Plan Year, the Committee shall determine a dollar
amount for each Participant which shall represent a percentage of the
Participant's annual salary and level of responsibility (the "Opportunity").
The Opportunity cannot be increased for the plan year. The Committee shall
also, at the time the Opportunity is determined, construct a matrix in which
one axis shall consist of volume growth as compared to budget and the other
axis shall consist of operating profit growth as compared to budget for each
operating unit. These factors are given approximate equal weight. The
Committee shall construct a matrix pairing volume growth, although the actual
targets for performance may vary, for each of (i) the Company as a whole, (ii)
the North America Business Sector, and (iii) the International Business Sector,
in each case, with earnings per share gain. For each matrix, the intersection
of axes on each matrix shall be a percentage which shall be multiplied against
the Opportunity.





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After completion of the Plan Year, volume growth, operating profit and
earnings per share shall be calculated for the Company, operating units and
business sectors as required, and applied to the appropriate grids. The
resulting percentage shall then be multiplied against the Opportunity. The
resulting dollar amount shall be further adjusted by increasing the result by
5% if share of carbonated soft drink sales (as defined by the Committee)
increased for the business unit covered by the grid by at least 1% and
decreased by 5% if such share decreased by at least 1% of the prior share.

For the Chief Executive Officer, the President (if any) and other
executive officers with staff functions, the above-described calculations
shall be performed only on the grid relating to the Company's consolidated
results. For the executive officers having responsibility for the Company's
North America Business Sector and the International Business Sector, the Award
shall be determined 30% by the above calculation performed on the Company's
consolidated results and 70% based on the results of the matrix for the North
America Business Sector and the International Business Sector, respectively.
For an executive officer who heads an operating unit, his award shall be based
20% of the above calculation performed on the matrix for the Company's
consolidated results and 80% based on the matrix for the operating unit's
results.

b. Attainment of performance goals for a particular Plan Year
shall be certified by the Committee and Awards will be paid for such Plan Year
at such time following the end of the Plan Year as shall be determined by the
Committee.

VI. Limitation on Awards

No Award for any Plan Year to a Participant shall exceed $3,000,000.

VII. Method of Payment of Awards

All Awards shall be paid in cash within 60 days of the certification
of performance goals and the resulting determination of the Award unless the
Committee has, prior to the grant of an Award, received and approved, in its
sole discretion, a request by a Participant to defer receipt of any Award in
accordance with the following options:

a. An option to receive full cash payment at a date,
specified in the request, not less than one year from
the date of the Award nor more than one year after
the Participant's date of retirement; or





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b. An option to receive the Award in equal annual
installments over a period, specified in the request,
of not more than 15 years, such period commencing not
less than one year from the date of the Award nor
more than one year after the Participant's date of
retirement.

Any request to defer receipt of an Award shall specify the particular
option chosen. Any amount deferred in accordance with the above options shall
bear interest at the prime rate of Trust Company Bank as in effect from time to
time from the date on which Awards which have not been deferred in accordance
with this Section VII are paid to the date of payment, but interest shall in no
case constitute interest which is "above-market" as set forth in Item 402 of
Regulation S-K promulgated by the Securities and Exchange Commission.

The Company has the right to deduct from any payment, in whole or in
part, of an Award, any taxes required to be withheld with respect to such
payment.

An employee who is selected as a Participant after the beginning of a
Plan Year or a Participant who retires, is granted a leave of absence or whose
employment is otherwise terminated prior to the end of such Plan Year shall
have his Award pro-rated to reflect his actual term of service. The Committee,
in its sole discretion, may reduce or refuse to pay such pro-rated Award.

Awards and interest thereon, if any, which are due to a Participant
and which remain unpaid at the time of his or her death shall be paid in full
to the executor or administrator of such Participant's estate within 90 days
from the date of the Participant's death.

VIII. Effect on Benefit Plans

Awards will be included in the computation of benefits under the
Employees' Retirement Plan, Overseas Retirement Plan and other retirement plans
maintained by the Company under which the Participant may be covered and the
Thrift Plan, subject to all applicable laws and in accordance with the
provisions of those plans.

Awards shall not be included in the computation of benefits under any
Group Life Insurance Plan, Travel Accident Insurance Plan, Personal Accident
Insurance Plan or under Company policies such as severance pay and payment for
accrued vacation, unless required by applicable laws.





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IX. Determinations of the Committee

The Committee shall, 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 shall make determinations and shall take such
other action in connection with or in relation to accomplishing the objectives
of 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 Awards granted hereunder by
the Committee shall be final and conclusive for all purposes and upon all
persons including, but without limitation, the Participants, the Company, the
Committee, the Board of Directors, the officers, the affected employees of the
Company and their respective successors in interest. The Committee has full
discretion to reduce the amount of any Award or to refuse to pay any Award.

X. Amendment and Termination

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 correct any defect or supply an omission or reconcile
any inconsistency in the Plan or in any Award granted hereunder so long as
share owner approval has been obtained if required by Code Section 162(m). No
amendment, termination or modification of the Plan may in any manner affect
Awards theretofore granted without the consent of the Participant unless the
Committee has made a determination that an amendment or modification is in the
best interest of all persons to whom Awards have theretofore been granted, but
in no event may such amendment or modification result in an increase in the
amount of compensation payable pursuant to such Award.

XI. Applicable Law

The Plan and all rules and determinations made and taken pursuant
hereto shall be governed by the laws of the State of Georgia and construed
accordingly.

XII. Change in Control

Except as set forth herein, the Committee has no obligation to pay any
amounts under the Plan to a Participant who leaves the employ of the Company
for any reason. If there is a Change in Control (as defined in this Section
XII) at any time during a Plan Year, the Committee promptly shall determine the
Award which





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would have been payable to each Participant under the Plan for such Plan Year
if he had continued to work for the Company for such entire year and all goals
established under Section V had been met in full for such Plan Year, and such
Award multiplied by a fraction, the numerator of which shall be the number of
full calendar months he is an employee of the Company during such Plan Year and
the denominator of which shall be 12 or the number of full calendar months the
Plan is in effect during such Plan Year, whichever is less. The payment of a
Participant's nonforfeitable interest in his Award under this Section XII shall
be made in cash as soon as practicable after his employment by the Company
terminates or as soon as practicable after the end of such Plan Year, whichever
comes first.

A "Change in Control", for purposes of this Section XII, 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 Securities
Exchange Act of 1934 (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
share owners of the Company approve any merger or consolidation as a result of
which its 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 share owners of the Company approve
any merger or consolidation to which the Company is a party as a result of
which the persons who were share owners 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.





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