10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2012

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 001-02217

(Exact name of Registrant as specified in its charter)

DELAWARE (State or other jurisdiction of incorporation or organization)	58-0628465 (IRS Employer Identification No.)
One Coca-Cola Plaza Atlanta, Georgia (Address of principal executive offices)	30313 (Zip Code)

Registrant's telephone number, including area code: (404) 676-2121

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
COMMON STOCK, $0.25 PAR VALUE	NEW YORK STOCK EXCHANGE

Securities registered pursuant to Section 12(g) of the Act: None

___________________________________________________

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý    No o

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes o    No ý

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files). Yes ý    No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ý	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark if the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o    No ý

The aggregate market value of the common equity held by non-affiliates of the Registrant (assuming for these purposes, but without conceding, that all executive officers and Directors are "affiliates" of the Registrant) as of June 29, 2012, the last business day of the Registrant's most recently completed second fiscal quarter, was $167,103,981,811 (based on the closing sale price of the Registrant's Common Stock on that date as reported on the New York Stock Exchange).

The number of shares outstanding of the Registrant's Common Stock as of February 25, 2013, was 4,456,717,996.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company's Proxy Statement for the Annual Meeting of Shareowners to be held on April 24, 2013, are incorporated by reference in Part III.

Table of Contents

		Page
	Forward-Looking Statements	1
Part I
Item 1.	Business	1
Item 1A.	Risk Factors	11
Item 1B.	Unresolved Staff Comments	20
Item 2.	Properties	20
Item 3.	Legal Proceedings	21
Item 4.	Mine Safety Disclosures	23
Item X.	Executive Officers of the Company	23
Part II
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	26
Item 6.	Selected Financial Data	29
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	29
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	76
Item 8.	Financial Statements and Supplementary Data	78
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	158
Item 9A.	Controls and Procedures	158
Item 9B.	Other Information	158
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	158
Item 11.	Executive Compensation	158
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	158
Item 13.	Certain Relationships and Related Transactions, and Director Independence	158
Item 14.	Principal Accountant Fees and Services	159
Part IV
Item 15.	Exhibits and Financial Statement Schedules	159
	Signatures	169

FORWARD-LOOKING STATEMENTS

This report contains information that may constitute "forward-looking statements." Generally, the words "believe," "expect," "intend," "estimate," "anticipate," "project," "will" and similar expressions identify forward-looking statements, which generally are not historical in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future — including statements relating to volume growth, share of sales and earnings per share growth, and statements expressing general views about future operating results — are forward-looking statements. Management believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. Our Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our Company's historical experience and our present expectations or projections. These risks and uncertainties include, but are not limited to, those described in Part I, "Item 1A. Risk Factors" and elsewhere in this report and those described from time to time in our future reports filed with the Securities and Exchange Commission.

PART I

ITEM 1.    BUSINESS

In this report, the terms "The Coca-Cola Company," "Company," "we," "us" and "our" mean The Coca-Cola Company and all entities included in our consolidated financial statements.

General

The Coca-Cola Company is the world's largest beverage company. We own or license and market more than 500 nonalcoholic beverage brands, primarily sparkling beverages but also a variety of still beverages such as waters, enhanced waters, juices and juice drinks, ready-to-drink teas and coffees, and energy and sports drinks. We own and market four of the world's top five nonalcoholic sparkling beverage brands: Coca-Cola, Diet Coke, Fanta and Sprite. Finished beverage products bearing our trademarks, sold in the United States since 1886, are now sold in more than 200 countries.

We make our branded beverage products available to consumers throughout the world through our network of Company-owned or -controlled bottling and distribution operations as well as independent bottling partners, distributors, wholesalers and retailers — the world's largest beverage distribution system. Of the approximately 57 billion beverage servings of all types consumed worldwide every day, beverages bearing trademarks owned by or licensed to us account for more than 1.8 billion servings.

We believe that our success depends on our ability to connect with consumers by providing them with a wide variety of options to meet their desires, needs and lifestyle choices. Our success further depends on the ability of our people to execute effectively, every day.

Our goal is to use our Company's assets — our brands, financial strength, unrivaled distribution system, global reach, and the talent and strong commitment of our management and associates — to become more competitive and to accelerate growth in a manner that creates value for our shareowners.

We were incorporated in September 1919 under the laws of the State of Delaware and succeeded to the business of a Georgia corporation with the same name that had been organized in 1892.

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Acquisition of Coca-Cola Enterprises Inc.'s Former North America Business and Related Transactions

On October 2, 2010, we acquired the former North America business of Coca-Cola Enterprises Inc. ("CCE"), one of our major bottlers, consisting of CCE's production, sales and distribution operations in the United States, Canada, the British Virgin Islands, the United States Virgin Islands and the Cayman Islands, and a substantial majority of CCE's corporate segment. CCE shareowners other than the Company exchanged their CCE common stock for common stock in a new entity named Coca-Cola Enterprises, Inc. ("New CCE"), which, after the closing of the transaction, continued to hold the European operations that had been held by CCE prior to the acquisition. The Company does not have any ownership interest in New CCE. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called Coca-Cola Refreshments ("CCR"). In addition, we reshaped our remaining Coca-Cola North America ("CCNA") operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market. As a result of the transaction and related reorganization, our North American businesses operate as aligned and agile organizations with distinct capabilities, responsibilities and strengths.

In contemplation of the closing of our acquisition of CCE's former North America business, we reached an agreement with Dr Pepper Snapple Group, Inc. ("DPS") to distribute certain DPS brands in territories where DPS brands had been distributed by CCE prior to the CCE transaction. Under the terms of our agreement with DPS, concurrently with the closing of the CCE transaction, we entered into license agreements with DPS to distribute Dr Pepper trademark brands in the United States, Canada Dry in the Northeastern United States, and Canada Dry and C' Plus in Canada, and we made a net one-time cash payment of $715 million to DPS. Under the license agreements, the Company agreed to meet certain performance obligations to distribute DPS products in retail and foodservice accounts and vending machines. The license agreements have initial terms of 20 years, with automatic 20-year renewal periods unless otherwise terminated under the terms of the agreements. The license agreements replaced agreements between DPS and CCE existing immediately prior to the completion of the CCE transaction. In addition, we entered into an agreement with DPS to include Dr Pepper and Diet Dr Pepper in our Coca-Cola Freestyle fountain dispensers in certain outlets throughout the United States. The Coca-Cola Freestyle agreement has a term of 20 years.

On October 2, 2010, we sold all of our ownership interests in Coca-Cola Drikker AS (the "Norwegian bottling operation") and Coca-Cola Drycker Sverige AB (the "Swedish bottling operation") to New CCE for $0.9 billion in cash. In addition, in connection with the acquisition of CCE's former North America business, we granted to New CCE the right to negotiate the acquisition of our majority interest in our German bottler at any time from 18 to 39 months after February 25, 2010, at the then current fair value and subject to terms and conditions as mutually agreed.

Operating Segments

The Company's operating structure is the basis for our internal financial reporting. As of December 31, 2012, our operating structure included the following operating segments, the first six of which are sometimes referred to as "operating groups" or "groups":

• Eurasia and Africa

• Europe

• Latin America

• North America

• Pacific

• Bottling Investments

• Corporate

Our North America operating segment includes CCE's former North America business we acquired on October 2, 2010. Effective January 1, 2013, we transferred our India and Southwest Asia business unit from the Eurasia and Africa operating segment to the Pacific operating segment.

Except to the extent that differences among operating segments are material to an understanding of our business taken as a whole, the description of our business in this report is presented on a consolidated basis.

For financial information about our operating segments and geographic areas, refer to Note 19 of Notes to Consolidated Financial Statements set forth in Part II, "Item 8. Financial Statements and Supplementary Data" of this report, incorporated herein by reference. For certain risks attendant to our non-U.S. operations, refer to "Item 1A. Risk Factors" below.

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Products and Brands

As used in this report:

• "concentrates" means flavoring ingredients and, depending on the product, sweeteners used to prepare syrups or finished beverages, and includes powders for purified water products such as Dasani;

• "syrups" means beverage ingredients produced by combining concentrates and, depending on the product, sweeteners and added water;

• "fountain syrups" means syrups that are sold to fountain retailers, such as restaurants and convenience stores, which use dispensing equipment to mix the syrups with sparkling or still water at the time of purchase to produce finished beverages that are served in cups or glasses for immediate consumption;

• "sparkling beverages" means nonalcoholic ready-to-drink beverages with carbonation, including carbonated energy drinks and carbonated waters and flavored waters;

• "still beverages" means nonalcoholic beverages without carbonation, including noncarbonated waters, flavored waters and enhanced waters, noncarbonated energy drinks, juices and juice drinks, ready-to-drink teas and coffees, and sports drinks;

• "Company Trademark Beverages" means beverages bearing our trademarks and certain other beverage products bearing trademarks licensed to us by third parties for which we provide marketing support and from the sale of which we derive economic benefit; and

• "Trademark Coca-Cola Beverages" or "Trademark Coca-Cola" means beverages bearing the trademark Coca-Cola or any trademark that includes Coca-Cola or Coke (that is, Coca-Cola, Diet Coke and Coca-Cola Zero and all their variations and line extensions, including Coca-Cola Light, caffeine free Diet Coke, Cherry Coke, etc.). Likewise, when we use the capitalized word "Trademark" together with the name of one of our other beverage products (such as "Trademark Fanta," "Trademark Sprite" or "Trademark Simply"), we mean beverages bearing the indicated trademark (that is, Fanta, Sprite or Simply, respectively) and all its variations and line extensions (such that "Trademark Fanta" includes Fanta Orange, Fanta Zero Orange, Fanta Apple, etc.; "Trademark Sprite" includes Sprite, Diet Sprite, Sprite Zero, Sprite Light, etc.; and "Trademark Simply" includes Simply Orange, Simply Apple, Simply Grapefruit, etc.).

Our Company markets, manufactures and sells:

• beverage concentrates, sometimes referred to as "beverage bases," and syrups, including fountain syrups (we refer to this part of our business as our "concentrate business" or "concentrate operations"); and

• finished sparkling and still beverages (we refer to this part of our business as our "finished product business" or "finished product operations").

Generally, finished product operations generate higher net operating revenues but lower gross profit margins than concentrate operations.

In our concentrate operations, we typically generate net operating revenues by selling concentrates and syrups to authorized bottling and canning operations (to which we typically refer as our "bottlers" or our "bottling partners"). Our bottling partners either combine the concentrates with sweeteners (depending on the product), still water and/or sparkling water, or combine the syrups with sparkling water to produce finished beverages. The finished beverages are packaged in authorized containers bearing our trademarks or trademarks licensed to us — such as cans and refillable and nonrefillable glass and plastic bottles — and are then sold to retailers directly or, in some cases, through wholesalers or other bottlers. Outside the United States, we also sell concentrates for fountain beverages to our bottling partners who are typically authorized to manufacture fountain syrups, which they sell to fountain retailers such as restaurants and convenience stores which use the fountain syrups to produce beverages for immediate consumption, or to fountain wholesalers who in turn sell and distribute the fountain syrups to fountain retailers.

Our finished product operations consist primarily of the production, sales and distribution operations managed by CCR and our Company-owned or -controlled bottling and distribution operations. CCR is included in our North America operating segment, and our Company-owned or -controlled bottling and distribution operations are included in our Bottling Investments operating segment. Our finished product operations generate net operating revenues by selling sparkling beverages and a variety of still beverages, such as juices and juice drinks, energy and sports drinks, ready-to-drink teas and coffees, and certain water products, to retailers or to distributors, wholesalers and bottling partners who distribute them to retailers. In addition, in the United States, we manufacture fountain syrups and sell them to fountain retailers, such as restaurants and convenience stores who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners

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who resell the fountain syrups to fountain retailers. In the United States, we authorize wholesalers to resell our fountain syrups through nonexclusive appointments that neither restrict us in setting the prices at which we sell fountain syrups to the wholesalers nor restrict the territories in which the wholesalers may resell in the United States.

For information about net operating revenues and unit case volume related to our concentrate operations and finished product operations, respectively, refer to the heading "Our Business — General" in Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of this report, which is incorporated herein by reference.

Most of our branded beverage products, particularly outside of North America, are manufactured, sold and distributed by independent bottling partners. However, from time to time we acquire or take control of bottling or canning operations, often in underperforming markets where we believe we can use our resources and expertise to improve performance. Owning such a controlling interest enables us to compensate for limited local resources; help focus the bottler's sales and marketing programs; assist in the development of the bottler's business and information systems; and establish an appropriate capital structure for the bottler. The Company-owned or -controlled bottling operations, other than those managed by CCR, are included in our Bottling Investments group.

In line with our long-term bottling strategy, we may periodically consider options for reducing our ownership interest in a Bottling Investments group bottler. One such option is to combine our bottling interests with the bottling interests of others to form strategic business alliances. Another option is to sell our interest in a bottling operation to one of our other bottling partners in which we have an equity method investment. In both of these situations, our Company continues to participate in the bottler's results of operations through our share of the strategic business alliance's or equity method investee's earnings or losses.

The following are our most significant brands:

Coca-Cola	Fanta	Dasani	Minute Maid Pulpy
Diet Coke/Coca-Cola Light	Minute Maid	Glacéau Vitaminwater	Del Valle3
Coca-Cola Zero	Powerade	Georgia1	Ayataka4
Sprite	Aquarius	Simply2	I Lohas5

¹  Georgia is primarily a coffee brand sold mainly in Japan.

²  Simply is a juice and juice drink brand sold in North America.

³  The Company manufactures, markets and sells juices and juice drinks under the Del Valle trademark through joint ventures with our bottling partners in Mexico and Brazil.

⁴  Ayataka is a green tea brand sold in Japan.

⁵  I Lohas is a water brand sold in Japan.

In addition, pursuant to master distribution and coordination agreements with Monster Beverage Corporation (“Monster”), we distribute certain Monster brands, primarily Monster Energy beverages, in designated territories in the United States and Canada, and certain of our bottlers distribute such Monster brands in designated U.S. and international territories. Pursuant to license agreements with DPS, we distribute certain DPS brands in designated territories in the United States and Canada. Prior to and during 2012, we also distributed Nestea products in the United States under a sublicense from a subsidiary of Nestlé S.A. ("Nestlé"), and in various other markets worldwide through Beverage Partners Worldwide ("BPW"), the Company's joint venture with Nestlé. The Nestea trademark is owned by Société des Produits Nestlé S.A. The Company and Nestlé terminated the sublicense agreement for Nestea in the United States and phased out the BPW joint venture in all territories other than markets in Europe, Canada, Australia, Hong Kong, Macau and Taiwan by the end of 2012.

In 2012, the Company invested in the beverage business of Aujan Industries Company J.S.C. ("Aujan"), one of the largest independent beverage companies in the Middle East. As a result of this transaction, the Company acquired 50 percent of the Aujan entity that holds the rights to Aujan-owned brands, including Rani, a juice brand, and Barbican, a flavored malt beverage brand, in certain territories.

Consumer demand determines the optimal menu of Company product offerings. Consumer demand can vary from one locale to another and can change over time within a single locale. Employing our business strategy, and with special focus on core brands, our Company seeks to build its existing brands and, at the same time, to broaden its historical family of brands, products and services in order to create and satisfy consumer demand locale by locale.

During 2012, our Company introduced a variety of new brands, brand extensions and new beverage products. The Company launched Fuze Tea, a new international tea brand, in 24 countries. In the Latin America group, leveraging our existing portfolio, we launched Andina Del Valle Sabores Caseros, a juice nectar targeted to capture the homemade juice category, in Chile and

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two extension flavors of Del Valle juice (Del Valle Maracuyá & Nada and Del Valle Limón & Nada) in Brazil. The introduction of the new Fuze Tea brand in the Latin America group was successful, and we captured consumer brand preference in key countries such as Chile, Mexico, Costa Rica, Colombia, Ecuador and El Salvador. In addition, we launched Glacéau Vitaminwater in Chile and Colombia, and launched Blak Coffee in Costa Rica and Colombia. In the Pacific group, we launched Fuze Tea, a fruit-flavored black tea beverage, in Korea and Mongolia. In China, we introduced a new 300 mL PET pack for Coca-Cola, Fanta and Sprite sparkling beverages, and Guo Qing Xin, a fruit-flavored beverage, under the Minute Maid brand. In Japan, we introduced Mate Cha, a mate tea inspired by the traditional South American tea drink. In the Europe group, we were very active on product launches containing stevia, a non-nutritive sweetener. Numerous tea formulations under the Nestea brand were rolled out across the European continent, while in France and Switzerland a new Sprite containing 30 percent less sugar was made possible through the use of stevia.

In furtherance of our commitments to sustainability and innovation, our PlantBottle™ packaging technology, which is PET plastic that contains up to 30 percent renewable material from plants, is becoming more widely used around the world. By the end of 2012, we had distributed nearly 13 billion PlantBottle packages in 24 countries. Also, in 2012, we continued expansion of Coca-Cola Freestyle, our revolutionary fountain dispenser that offers over 100 drink choices at the touch of a button, to thousands of outlets across the United States and internationally.

We measure the volume of Company beverage products sold in two ways: (1) unit cases of finished products and (2) concentrate sales. As used in this report, "unit case" means a unit of measurement equal to 192 U.S. fluid ounces of finished beverage (24 eight-ounce servings); and "unit case volume" means the number of unit cases (or unit case equivalents) of Company beverage products directly or indirectly sold by the Company and its bottling partners (the "Coca-Cola system") to customers. Unit case volume primarily consists of beverage products bearing Company trademarks. Also included in unit case volume are certain products licensed to, or distributed by, our Company, and brands owned by Coca-Cola system bottlers for which our Company provides marketing support and from the sale of which we derive economic benefit. In addition, unit case volume includes sales by joint ventures in which the Company has an equity interest. We believe unit case volume is one of the measures of the underlying strength of the Coca-Cola system because it measures trends at the consumer level. The unit case volume numbers used in this report are derived based on estimates received by the Company from its bottling partners and distributors. Concentrate sales volume represents the amount of concentrates and syrups (in all cases expressed in equivalent unit cases) sold by, or used in finished beverages sold by, the Company to its bottling partners or other customers. Unit case volume and concentrate sales volume growth rates are not necessarily equal during any given period. Factors such as seasonality, bottlers' inventory practices, supply point changes, timing of price increases, new product introductions and changes in product mix can impact unit case volume and concentrate sales volume and can create differences between unit case volume and concentrate sales volume growth rates. In addition to the items mentioned above, the impact of unit case volume from certain joint ventures, in which the Company has an equity interest, but to which the Company does not sell concentrates or syrups, may give rise to differences between unit case volume and concentrate sales volume growth rates.

Distribution System and Bottler's Agreements

We make our branded beverage products available to consumers in more than 200 countries through our network of Company-owned or -controlled bottling and distribution operations as well as independent bottling partners, distributors, wholesalers and retailers — the world's largest beverage distribution system. Consumers enjoy finished beverage products bearing our trademarks at a rate of more than 1.8 billion servings each day. We continue to expand our marketing presence and increase our unit case volume in developed, developing and emerging markets. Our strong and stable system helps us to capture growth by manufacturing, distributing and marketing existing, enhanced and new innovative products to our consumers throughout the world.

The Coca-Cola system sold approximately 27.7 billion, 26.7 billion and 25.5 billion unit cases of our products in 2012, 2011 and 2010, respectively. The number of unit cases sold in 2012 does not include BPW unit case volume for those countries in which BPW was phased out in 2012, nor does it include unit case volume of products distributed in the United States under a sublicense from a subsidiary of Nestlé which terminated at the end of 2012. Sparkling beverages represented approximately 75 percent, 75 percent and 76 percent of our worldwide unit case volume for 2012, 2011 and 2010, respectively. Trademark Coca-Cola Beverages accounted for approximately 48 percent, 49 percent and 50 percent of our worldwide unit case volume for 2012, 2011 and 2010, respectively.

In 2012, unit case volume in the United States ("U.S. unit case volume") represented approximately 19 percent of the Company's worldwide unit case volume. Of the U.S. unit case volume for 2012, approximately 70 percent was attributable to sparkling beverages and approximately 30 percent to still beverages. Trademark Coca-Cola Beverages accounted for approximately 48 percent of U.S. unit case volume for 2012.

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Unit case volume outside the United States represented approximately 81 percent of the Company's worldwide unit case volume for 2012. The countries outside the United States in which our unit case volumes were the largest in 2012 were Mexico, China, Brazil and Japan, which together accounted for approximately 31 percent of our worldwide unit case volume. Of the non-U.S. unit case volume for 2012, approximately 76 percent was attributable to sparkling beverages and approximately 24 percent to still beverages. Trademark Coca-Cola Beverages accounted for approximately 48 percent of non-U.S. unit case volume for 2012.

In our concentrate operations, we typically sell concentrates and syrups to our bottling partners, who use the concentrate to manufacture finished products which they sell to distributors and other customers. Separate contracts ("Bottler's Agreements") exist between our Company and each of our bottling partners regarding the manufacture and sale of Company products. Subject to specified terms and conditions and certain variations, the Bottler's Agreements generally authorize the bottlers to prepare specified Company Trademark Beverages, to package the same in authorized containers, and to distribute and sell the same in (but, subject to applicable local law, generally only in) an identified territory. The bottler is obligated to purchase its entire requirement of concentrates or syrups for the designated Company Trademark Beverages from the Company or Company-authorized suppliers. We typically agree to refrain from selling or distributing, or from authorizing third parties to sell or distribute, the designated Company Trademark Beverages throughout the identified territory in the particular authorized containers; however, we typically reserve for ourselves or our designee the right (1) to prepare and package such beverages in such containers in the territory for sale outside the territory, and (2) to prepare, package, distribute and sell such beverages in the territory in any other manner or form. Territorial restrictions on bottlers vary in some cases in accordance with local law.

Being a bottler does not create a legal partnership or joint venture between us and our bottlers. Our bottlers are independent contractors and are not our agents.

While, as described below, under most of our Bottler's Agreements we generally have complete flexibility to determine the price and other terms of sale of the concentrates and syrups we sell to our bottlers, as a practical matter, our Company's ability to exercise its contractual flexibility to determine the price and other terms of sale of its syrups, concentrates and finished beverages is subject, both outside and within the United States, to competitive market conditions.

Bottler's Agreements Outside the United States

The Bottler's Agreements between us and our authorized bottlers outside the United States generally are of stated duration, subject in some cases to possible extensions or renewals of the term of the contract. Generally, these contracts are subject to termination by the Company following the occurrence of certain designated events. These events include defined events of default and certain changes in ownership or control of the bottler.

In certain parts of the world outside the United States, we have not granted comprehensive beverage production rights to the bottlers. In such instances, we or our authorized suppliers sell Company Trademark Beverages to the bottlers for sale and distribution throughout the designated territory, often on a nonexclusive basis. Most of the Bottler's Agreements in force between us and bottlers outside the United States authorize the bottlers to manufacture and distribute fountain syrups, usually on a nonexclusive basis.

Our Company generally has complete flexibility to determine the price and other terms of sale of the concentrates and syrups we sell to bottlers outside the United States. In some instances, however, we have agreed or may in the future agree with a bottler with respect to concentrate pricing on a prospective basis for specified time periods. In some markets, in an effort to allow our Company and our bottling partners to grow together through shared value, aligned incentives and the flexibility necessary to meet consumers' always changing needs and tastes, we worked with our bottling partners to develop and implement an incidence-based pricing model for sparkling and still beverages. Under this model, the concentrate price we charge is impacted by a number of factors, including, but not limited to, bottler pricing, the channels in which the finished products are sold and package mix. Outside the United States, in most cases, we have no obligation to provide marketing support to the bottlers. Nevertheless, we may, at our discretion, contribute toward bottler expenditures for advertising and marketing. We may also elect to undertake independent or cooperative advertising and marketing activities.

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Bottler's Agreements Within the United States

During the year ended December 31, 2012, CCR, our bottling and customer service organization for North America, manufactured, sold and distributed approximately 88 percent of our unit case volume in the United States. The discussion below regarding the terms of Bottler's Agreements and other contracts relates to Bottler's Agreements and contracts for territories in the United States that are not covered by CCR.

In the United States, with certain very limited exceptions, the Bottler's Agreements for Trademark Coca-Cola Beverages and other cola-flavored beverages have no stated expiration date. Our standard contracts for other sparkling beverage flavors and for still beverages are of stated duration, subject to bottler renewal rights. The Bottler's Agreements in the United States are subject to termination by the Company for nonperformance or upon the occurrence of certain defined events of default that may vary from contract to contract.

Under the terms of the Bottler's Agreements, bottlers in the United States are authorized to manufacture and distribute Company Trademark Beverages in bottles and cans. However, these bottlers generally are not authorized to manufacture fountain syrups. Rather, in the United States, our Company manufactures and sells fountain syrups to authorized fountain wholesalers (including certain authorized bottlers) and some fountain retailers. These wholesalers in turn sell the syrups or deliver them on our behalf to restaurants and other retailers.

Certain of the Bottler's Agreements for cola-flavored sparkling beverages in effect in the United States give us complete flexibility to determine the price and other terms of sale of concentrates and syrups for Company Trademark Beverages. In some instances, we have agreed or may in the future agree with a bottler with respect to concentrate pricing on a prospective basis for specified time periods. Certain Bottler's Agreements, entered into prior to 1987, provide for concentrates or syrups for certain Trademark Coca-Cola Beverages and other cola-flavored Company Trademark Beverages to be priced pursuant to a stated formula. Bottlers that accounted for approximately 5.6 percent of total unit case volume in the United States in 2012 have contracts for certain Trademark Coca-Cola Beverages and other cola-flavored Company Trademark Beverages with pricing formulas that generally provide for a baseline price. This baseline price may be adjusted periodically by the Company, up to a maximum indexed ceiling price, and is adjusted quarterly based upon changes in certain sugar or sweetener prices, as applicable. Bottlers that accounted for approximately 0.3 percent of total unit case volume in the United States in 2012 operate under our oldest form of contract, which provides for a fixed price for Coca-Cola syrup used in bottles and cans. This price is subject to quarterly adjustments to reflect changes in the quoted price of sugar.

We have standard contracts with bottlers in the United States for the sale of concentrates and syrups for non-cola-flavored sparkling beverages and certain still beverages in bottles and cans, and, in certain cases, for the sale of finished still beverages in bottles and cans. All of these standard contracts give the Company complete flexibility to determine the price and other terms of sale.

In an effort to allow our Company and our bottling partners to grow together through shared value, aligned incentives and the flexibility necessary to meet consumers' always changing needs and tastes, we worked with bottling partners that produce and distribute most of our non-CCR unit case volume in the United States to develop and implement an incidence-based pricing model, primarily for sparkling beverages. Under this model, the concentrate price we charge is impacted by a number of factors, including, but not limited to, bottler pricing, the channels in which the finished products are sold and package mix. We expect to use an incidence-based pricing model in 2013 with bottlers that produce and distribute most of our non-CCR unit case volume in the United States.

Under most of our Bottler's Agreements and other standard beverage contracts with bottlers in the United States, our Company has no obligation to participate with bottlers in expenditures for advertising and marketing. Nevertheless, at our discretion, we may contribute toward such expenditures and undertake independent or cooperative advertising and marketing activities. Some U.S. Bottler's Agreements entered into prior to 1987 impose certain marketing obligations on us with respect to certain Company Trademark Beverages.

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Promotions and Marketing Programs

In addition to conducting our own independent advertising and marketing activities, we may provide promotional and marketing services or funds to our bottlers. In most cases, we do this on a discretionary basis under the terms of commitment letters or agreements, even though we are not obligated to do so under the terms of the bottling or distribution agreements between our Company and the bottlers. Also, on a discretionary basis in most cases, our Company may develop and introduce new products, packages and equipment to assist the bottlers. Likewise, in many instances, we provide promotional and marketing services and/or funds and/or dispensing equipment and repair services to fountain and bottle/can retailers, typically pursuant to marketing agreements. The aggregate amount of funds provided by our Company to bottlers, resellers or other customers of our Company's products, principally for participation in promotional and marketing programs, was $6.1 billion in 2012.

Significant Equity Method Investments

We make equity investments in selected bottling operations with the intention of maximizing the strength and efficiency of the Coca-Cola system's production, distribution and marketing capabilities around the world. These investments are intended to result in increases in unit case volume, net revenues and profits at the bottler level, which in turn generate increased concentrate sales for our Company's concentrate and syrup business. When this occurs, both we and our bottling partners benefit from long-term growth in volume, improved cash flows and increased shareowner value. In cases where our investments in bottlers represent noncontrolling interests, our intention is to provide expertise and resources to strengthen those businesses. When our equity investment provides us with the ability to exercise significant influence over the investee bottler's operating and financial policies, we account for the investment under the equity method, and we sometimes refer to such a bottler as an "equity method investee bottler" or "equity method investee."

Our significant equity method investee bottlers include the following:

• Coca-Cola Hellenic Bottling Company S.A. ("Coca-Cola Hellenic")

• Coca-Cola FEMSA, S.A.B. de C.V. ("Coca-Cola FEMSA")

• Coca-Cola Amatil Limited ("Coca-Cola Amatil")

Our ownership interest in Coca-Cola Hellenic was 23 percent as of December 31, 2012. Coca-Cola Hellenic has bottling and distribution rights, through direct ownership or joint ventures, in Armenia, Austria, Belarus, Bosnia-Herzegovina, Bulgaria, Croatia, Cyprus, the Czech Republic, Estonia, the Former Yugoslav Republic of Macedonia, Greece, Hungary, Italy, Latvia, Lithuania, Moldova, Montenegro, Nigeria, Northern Ireland, Poland, Republic of Ireland, Romania, Russia, Serbia, Slovakia, Slovenia, Switzerland and Ukraine. Coca-Cola Hellenic estimates that the area in these 28 countries which it serves through its bottling and distribution rights has a combined population of 581 million people. In 2012, 47 percent of the unit case volume of Coca-Cola Hellenic consisted of Trademark Coca-Cola Beverages; 50 percent of its unit case volume consisted of other Company Trademark Beverages; and 3 percent of its unit case volume consisted of beverage products of Coca-Cola Hellenic or other companies.

Our ownership interest in Coca-Cola FEMSA was 29 percent as of December 31, 2012. Coca-Cola FEMSA is a Mexican holding company with bottling subsidiaries in a substantial part of central Mexico, including Mexico City and the southeast and northeast parts of Mexico; greater São Paulo, Campinas, Santos, the state of Matto Grosso do Sul, part of the state of Minas Gerais and part of the state of Goias in Brazil; central Guatemala; most of Colombia; all of Costa Rica, Nicaragua, Panama and Venezuela; and greater Buenos Aires, Argentina. Coca-Cola FEMSA estimates that the territories in which it markets beverage products contain 55 percent of the population of Mexico, 22 percent of the population of Brazil, 99 percent of the population of Colombia, 35 percent of the population of Guatemala, 100 percent of the populations of Costa Rica, Nicaragua, Panama and Venezuela, and 32 percent of the population of Argentina. In 2012, 60 percent of the unit case volume of Coca-Cola FEMSA consisted of Trademark Coca-Cola Beverages and 40 percent of its unit case volume consisted of other Company Trademark Beverages.

Our ownership interest in Coca-Cola Amatil was 29 percent as of December 31, 2012. Coca-Cola Amatil has bottling and distribution rights, through direct ownership or joint ventures, in Australia, New Zealand, Fiji, Papua New Guinea and Indonesia. Coca-Cola Amatil estimates that the territories in which it markets beverage products contain 100 percent of the populations of Australia, New Zealand, Fiji and Papua New Guinea, and 98 percent of the population of Indonesia. In 2012, 44 percent of the unit case volume of Coca-Cola Amatil consisted of Trademark Coca-Cola Beverages; 42 percent of its unit case volume consisted of other Company Trademark Beverages; and 14 percent of its unit case volume consisted of beverage products of Coca-Cola Amatil or other companies.

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Seasonality

Sales of our nonalcoholic ready-to-drink beverages are somewhat seasonal, with the second and third calendar quarters accounting for the highest sales volumes. The volume of sales in the beverage business may be affected by weather conditions.

Competition

Our Company competes in the nonalcoholic beverage segment of the commercial beverage industry. The nonalcoholic beverage segment of the commercial beverage industry is highly competitive, consisting of numerous companies. These include companies that, like our Company, compete in multiple geographic areas, as well as businesses that are primarily regional or local in operation. Competitive products include numerous nonalcoholic sparkling beverages; various water products, including packaged, flavored and enhanced waters; juices and nectars; fruit drinks and dilutables (including syrups and powdered drinks); coffees and teas; energy and sports and other performance-enhancing drinks; dairy-based drinks; functional beverages; and various other nonalcoholic beverages. These competitive beverages are sold to consumers in both ready-to-drink and other than ready-to-drink form. In many of the countries in which we do business, including the United States, PepsiCo, Inc. is one of our primary competitors. Other significant competitors include, but are not limited to, Nestlé, DPS, Groupe Danone, Kraft Foods Group, Inc., and Unilever. In certain markets, our competition includes beer companies. We also compete against numerous regional and local companies and, in some markets, against retailers that have developed their own store or private label beverage brands.

Competitive factors impacting our business include, but are not limited to, pricing, advertising, sales promotion programs, product innovation, increased efficiency in production techniques, the introduction of new packaging, new vending and dispensing equipment, and brand and trademark development and protection.

Our competitive strengths include leading brands with high levels of consumer acceptance; a worldwide network of bottlers and distributors of Company products; sophisticated marketing capabilities; and a talented group of dedicated associates. Our competitive challenges include strong competition in all geographic regions and, in many countries, a concentrated retail sector with powerful buyers able to freely choose among Company products, products of competitive beverage suppliers and individual retailers' own store or private label beverage brands.

Raw Materials

Water is a main ingredient in substantially all of our products. While historically we have not experienced significant water supply difficulties, water is a limited natural resource in many parts of the world, and our Company recognizes water availability, quality and sustainability, for both our operations and also the communities where we operate, as one of the key challenges facing our business.

In addition to water, the principal raw materials used in our business are nutritive and non-nutritive sweeteners. In the United States, the principal nutritive sweetener is high fructose corn syrup ("HFCS"), a form of sugar, which is available from numerous domestic sources and is historically subject to fluctuations in its market price. The principal nutritive sweetener used by our business outside the United States is sucrose, another form of sugar, which is also available from numerous sources and is historically subject to fluctuations in its market price. Our Company generally has not experienced any difficulties in obtaining its requirements for nutritive sweeteners. In the United States, we purchase HFCS to meet our and our bottlers' requirements with the assistance of Coca-Cola Bottlers' Sales & Services Company LLC ("CCBSS"). CCBSS is a limited liability company that is owned by authorized Coca-Cola bottlers doing business in the United States. Among other things, CCBSS provides procurement services to our Company for the purchase of various goods and services in the United States, including HFCS.

The principal non-nutritive sweeteners we use in our business are aspartame, acesulfame potassium, saccharin, cyclamate and sucralose. Generally, these raw materials are readily available from numerous sources. However, our Company purchases aspartame, an important non-nutritive sweetener that is used alone or in combination with other important non-nutritive sweeteners such as saccharin or acesulfame potassium in our low-calorie sparkling beverage products, primarily from The NutraSweet Company and Ajinomoto Co., Inc., which we consider to be our primary sources for the supply of this product. We currently purchase acesulfame potassium from Nutrinova Nutrition Specialties & Food Ingredients GmbH, which we consider to be our primary source for the supply of this product, and from one additional supplier. Our Company generally has not experienced any difficulties in obtaining its requirements for non-nutritive sweeteners.

Our Company sells a number of products sweetened with sucralose, a non-nutritive sweetener. We work closely with Tate & Lyle PLC, our primary sucralose supplier, to maintain continuity of supply, and we do not anticipate difficulties in obtaining our requirements. We also sell beverage products sweetened with a non-nutritive sweetener derived from the stevia plant. We do not anticipate difficulties sourcing stevia-based ingredients.

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With regard to juice and juice drink products, juice and juice concentrate from various fruits, particularly orange juice and orange juice concentrate, are our principal raw materials. The citrus industry is subject to the variability of weather conditions. In particular, freezing weather or hurricanes in central Florida may result in shortages and higher prices for orange juice and orange juice concentrate throughout the industry. We source our orange juice and orange juice concentrate primarily from Florida and the Southern Hemisphere (particularly Brazil). Therefore, we typically have an adequate supply of orange juice and orange juice concentrate that meets our Company's standards.

Our Company-owned or consolidated bottling and canning operations and our finished product business also purchase various other raw materials including, but not limited to, PET resin, preforms and bottles; glass and aluminum bottles; aluminum and steel cans; plastic closures; aseptic fiber packaging; labels; cartons; cases; post-mix packaging; and carbon dioxide. We generally purchase these raw materials from multiple suppliers and historically have not experienced material shortages.

Patents, Copyrights, Trade Secrets and Trademarks

Our Company owns numerous patents, copyrights and trade secrets, as well as substantial know-how and technology, which we collectively refer to in this report as "technology." This technology generally relates to our Company's products and the processes for their production; the packages used for our products; the design and operation of various processes and equipment used in our business; and certain quality assurance software. Some of the technology is licensed to suppliers and other parties. Our sparkling beverage and other beverage formulae are among the important trade secrets of our Company.

We own numerous trademarks that are very important to our business. Depending upon the jurisdiction, trademarks are valid as long as they are in use and/or their registrations are properly maintained. Pursuant to our Bottler's Agreements, we authorize our bottlers to use applicable Company trademarks in connection with their manufacture, sale and distribution of Company products. In addition, we grant licenses to third parties from time to time to use certain of our trademarks in conjunction with certain merchandise and food products.

Governmental Regulation

Our Company is required to comply, and it is our policy to comply, with all applicable laws in the numerous countries throughout the world in which we do business. In many jurisdictions, compliance with competition laws is of special importance to us, and our operations may come under special scrutiny by competition law authorities due to our competitive position in those jurisdictions.

In the United States, the safety, production, transportation, distribution, advertising, labeling and sale of many of our Company's products and their ingredients are subject to the Federal Food, Drug, and Cosmetic Act; the Federal Trade Commission Act; the Lanham Act; state consumer protection laws; competition laws; federal, state and local workplace health and safety laws; various federal, state and local environmental protection laws; and various other federal, state and local statutes and regulations. Outside the United States, our business is subject to numerous similar statutes and regulations, as well as other legal and regulatory requirements.

A California law known as Proposition 65 requires that a warning appear on any product sold in California that contains a substance that, in the view of the state, causes cancer or birth defects. The state maintains lists of these substances and periodically adds other substances to these lists. Proposition 65 exposes all food and beverage producers to the possibility of having to provide warnings on their products in California because it does not provide for any generally applicable quantitative threshold below which the presence of a listed substance is exempt from the warning requirement. Consequently, the detection of even a trace amount of a listed substance can subject an affected product to the requirement of a warning label. However, Proposition 65 does not require a warning if the manufacturer of a product can demonstrate that the use of that product exposes consumers to a daily quantity of a listed substance that is:

• below a "safe harbor" threshold that may be established;

• naturally occurring;

• the result of necessary cooking; or

• subject to another applicable exemption.

One or more substances that are currently on the Proposition 65 lists, or that may be added in the future, can be detected in Company products at low levels that are safe. With respect to substances that have not yet been listed under Proposition 65, the Company takes the position that listing is not scientifically justified. With respect to substances that are already listed, the Company takes the position that the presence of each such substance in Company products is subject to an applicable exemption from the warning requirement. The State of California or other parties, however, may take a contrary position.

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Bottlers of our beverage products presently offer and use nonrefillable, recyclable containers in the United States and various other markets around the world. Some of these bottlers also offer and use refillable containers, which are also recyclable. Legal requirements apply in various jurisdictions in the United States and overseas requiring that deposits or certain ecotaxes or fees be charged for the sale, marketing and use of certain nonrefillable beverage containers. The precise requirements imposed by these measures vary. Other types of statutes and regulations relating to beverage container deposits, recycling, ecotaxes and/or product stewardship also apply in various jurisdictions in the United States and overseas. We anticipate that additional, similar legal requirements may be proposed or enacted in the future at local, state and federal levels, both in the United States and elsewhere.

All of our Company's facilities and other operations in the United States and elsewhere around the world are subject to various environmental protection statutes and regulations, including those relating to the use of water resources and the discharge of wastewater. Our policy is to comply with all such legal requirements. Compliance with these provisions has not had, and we do not expect such compliance to have, any material adverse effect on our Company's capital expenditures, net income or competitive position.

Employees

As of December 31, 2012 and 2011, our Company had approximately 150,900 and 146,200 employees, respectively, of which approximately 4,400 and 4,700, respectively, were employed by consolidated variable interest entities ("VIEs"). The increase in the total number of employees in 2012 was primarily due to the acquisition of bottling operations in Vietnam, Cambodia, Guatemala and the United States. As of December 31, 2012 and 2011, our Company had approximately 68,300 and 67,400 employees, respectively, located in the United States, of which approximately 500 and 600, respectively, were employed by consolidated VIEs.

Our Company, through its divisions and subsidiaries, is a party to numerous collective bargaining agreements. As of December 31, 2012, approximately 17,900 employees in North America were covered by collective bargaining agreements. These agreements typically have terms of three to five years. We currently expect that we will be able to renegotiate such agreements on satisfactory terms when they expire.

The Company believes that its relations with its employees are generally satisfactory.

Securities Exchange Act Reports

The Company maintains a website at the following address: www.coca-colacompany.com. The information on the Company's website is not incorporated by reference in this annual report on Form 10-K.

We make available on or through our website certain reports and amendments to those reports that we file with or furnish to the Securities and Exchange Commission (the "SEC") in accordance with the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These include our annual reports on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K. We make this information available on our website free of charge as soon as reasonably practicable after we electronically file the information with, or furnish it to, the SEC.

ITEM 1A.  RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the following factors, which could materially affect our business, financial condition or results of operations in future periods. The risks described below are not the only risks facing our Company. Additional risks not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations in future periods.

Obesity and other health concerns may reduce demand for some of our products.

Consumers, public health officials and government officials are highly concerned about the public health consequences associated with obesity, particularly among young people. In addition, some researchers, health advocates and dietary guidelines are encouraging consumers to reduce consumption of sugar-sweetened beverages, including those sweetened with HFCS or other nutritive sweeteners. Increasing public concern about these issues; possible new taxes on sugar-sweetened beverages; additional governmental regulations concerning the marketing, labeling, packaging or sale of our beverages; and negative publicity resulting from actual or threatened legal actions against us or other companies in our industry relating to the marketing, labeling or sale of sugar-sweetened beverages may reduce demand for our beverages, which could adversely affect our profitability.

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Water scarcity and poor quality could negatively impact the Coca-Cola system's production costs and capacity.

Water is the main ingredient in substantially all of our products and is needed to produce the agricultural ingredients on which our business relies. It is also a limited resource in many parts of the world, facing unprecedented challenges from overexploitation, increasing pollution, poor management and climate change. As demand for water continues to increase around the world, and as water becomes scarcer and the quality of available water deteriorates, our system may incur increasing production costs or face capacity constraints that could adversely affect our profitability or net operating revenues in the long run.

Changes in the nonalcoholic beverage business environment and retail landscape could impact our financial results.

The nonalcoholic beverage business environment is rapidly evolving as a result of, among other things, changes in consumer preferences, including changes based on health and nutrition considerations and obesity concerns; shifting consumer tastes and needs; changes in consumer lifestyles; and competitive product and pricing pressures. In addition, the nonalcoholic beverage retail landscape is very dynamic and constantly evolving, not only in emerging and developing markets, where modern trade is growing at a faster pace than traditional trade outlets, but also in developed markets, where discounters and value stores, as well as the volume of transactions through e-commerce, are growing at a rapid pace. If we are unable to successfully adapt to the rapidly changing environment and retail landscape, our share of sales, volume growth and overall financial results could be negatively affected.

Increased competition could hurt our business.

The nonalcoholic beverage segment of the commercial beverage industry is highly competitive. We compete with major international beverage companies that, like our Company, operate in multiple geographic areas, as well as numerous companies that are primarily local in operation. In many countries in which we do business, including the United States, PepsiCo, Inc. is a primary competitor. Other significant competitors include, but are not limited to, Nestlé, DPS, Groupe Danone, Kraft Foods Group, Inc., and Unilever. In certain markets, our competition includes major beer companies. Our beverage products also compete against local or regional brands as well as against private label brands developed by retailers, some of which are Coca-Cola system customers. Our ability to gain or maintain share of sales in the global market or in various local markets may be limited as a result of actions by competitors.

Increased demand for food products and decreased agricultural productivity as a result of changing weather patterns may negatively affect our business. 

We and our bottling partners use a number of key ingredients that are derived from agricultural commodities such as sugarcane, corn, beets, citrus, coffee and tea in the manufacture of beverage products. Increased demand for food products and decreased agricultural productivity in certain regions of the world as a result of changing weather patterns may limit the availability or increase the cost of such agricultural commodities, which in turn may negatively affect the affordability of our products and ultimately our business and results of operations.

Consolidation in the retail channel or the loss of key retail or foodservice customers could adversely affect our financial performance.

Our industry is being affected by the trend toward consolidation in the retail channel, particularly in Europe and the United States. Larger retailers may seek lower prices from us and our bottling partners, may demand increased marketing or promotional expenditures, and may be more likely to use their distribution networks to introduce and develop private label brands, any of which could negatively affect the Coca-Cola system's profitability. In addition, our success depends in part on our ability to maintain good relationships with key retail and foodservice customers. The loss of one or more of our key retail or foodservice customers could have an adverse effect on our financial performance.

If we are unable to expand our operations in developing and emerging markets, our growth rate could be negatively affected.

Our success depends in part on our ability to grow our business in developing and emerging markets, which in turn depends on economic and political conditions in those markets and on our ability to acquire bottling operations in those markets or to form strategic business alliances with local bottlers and to make necessary infrastructure enhancements to production facilities, distribution networks, sales equipment and technology. Moreover, the supply of our products in developing and emerging markets must match consumers' demand for those products. Due to product price, limited purchasing power and cultural differences, there can be no assurance that our products will be accepted in any particular developing or emerging market.

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Fluctuations in foreign currency exchange rates could affect our financial results.

We earn revenues, pay expenses, own assets and incur liabilities in countries using currencies other than the U.S. dollar, including the euro, the Japanese yen, the Brazilian real and the Mexican peso. In 2012, we used 80 functional currencies in addition to the U.S. dollar and derived $28.3 billion of net operating revenues from operations outside the United States. Because our consolidated financial statements are presented in U.S. dollars, we must translate revenues, income and expenses, as well as assets and liabilities, into U.S. dollars at exchange rates in effect during or at the end of each reporting period. Therefore, increases or decreases in the value of the U.S. dollar against other major currencies affect our net operating revenues, operating income and the value of balance sheet items denominated in foreign currencies. In addition, unexpected and dramatic devaluations of currencies in developing or emerging markets could negatively affect the value of our earnings from, and of the assets located in, those markets. Because of the geographic diversity of our operations, weaknesses in some currencies might be offset by strengths in others over time. We also use derivative financial instruments to further reduce our net exposure to currency exchange rate fluctuations. However, we cannot assure you that fluctuations in foreign currency exchange rates, particularly the strengthening of the U.S. dollar against major currencies or the currencies of large developing countries, would not materially affect our financial results.

If interest rates increase, our net income could be negatively affected.

We maintain levels of debt that we consider prudent based on our cash flows, interest coverage ratio and percentage of debt to capital. We use debt financing to lower our cost of capital, which increases our return on shareowners' equity. This exposes us to adverse changes in interest rates. When and to the extent appropriate, we use derivative financial instruments to reduce our exposure to interest rate risks. We cannot assure you, however, that our financial risk management program will be successful in reducing the risks inherent in exposures to interest rate fluctuations. Our interest expense may also be affected by our credit ratings. In assessing our credit strength, credit rating agencies consider our capital structure and financial policies as well as the consolidated balance sheet and other financial information for the Company. In addition, some credit rating agencies also consider financial information of certain of our major bottlers. It is our expectation that the credit rating agencies will continue using this methodology. If our credit ratings were to be downgraded as a result of changes in our capital structure; our major bottlers' financial performance; changes in the credit rating agencies' methodology in assessing our credit strength; the credit agencies' perception of the impact of the continuing unfavorable credit conditions on our or our major bottlers' current or future financial performance and financial condition; or for any other reason, our cost of borrowing could increase. Additionally, if the credit ratings of certain bottlers in which we have equity method investments were to be downgraded, such bottlers' interest expense could increase, which would reduce our equity income.

We rely on our bottling partners for a significant portion of our business. If we are unable to maintain good relationships with our bottling partners, our business could suffer.

We generate a significant portion of our net operating revenues by selling concentrates and syrups to independent bottling partners. As independent companies, our bottling partners, some of which are publicly traded companies, make their own business decisions that may not always align with our interests. In addition, many of our bottling partners have the right to manufacture or distribute their own products or certain products of other beverage companies. If we are unable to provide an appropriate mix of incentives to our bottling partners through a combination of pricing and marketing and advertising support, or if our bottling partners are not satisfied with our brand innovation and development efforts, they may take actions that, while maximizing their own short-term profits, may be detrimental to our Company or our brands, or they may devote more of their energy and resources to business opportunities or products other than those of the Company. Such actions could, in the long run, have an adverse effect on our profitability.

If our bottling partners' financial condition deteriorates, our business and financial results could be affected.

We derive a significant portion of our net operating revenues from sales of concentrates and syrups to our bottling partners and, therefore, the success of our business depends on our bottling partners' financial strength and profitability. While under our agreements with our bottling partners we generally have the right to unilaterally change the prices we charge for our concentrates and syrups, our ability to do so may be materially limited by our bottling partners' financial condition and their ability to pass price increases along to their customers. In addition, we have investments in certain of our bottling partners, which we account for under the equity method, and our operating results include our proportionate share of such bottling partners' income or loss. Our bottling partners' financial condition is affected in large part by conditions and events that are beyond our and their control, including competitive and general market conditions in the territories in which they operate; the availability of capital and other financing resources on reasonable terms; loss of major customers; or disruptions of bottling operations that may be caused by strikes, work stoppages, labor unrest or natural disasters. A deterioration of the financial condition or results of operations of one or more of our major bottling partners could adversely affect our net operating

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revenues from sales of concentrates and syrups; could result in a decrease in our equity income; and could negatively affect the carrying values of our investments in bottling partners, resulting in asset write-offs.

Increases in income tax rates, changes in income tax laws or unfavorable resolution of tax matters could have a material adverse impact on our financial results.

We are subject to income tax in the United States and in numerous other jurisdictions in which we generate net operating revenues. Increases in income tax rates could reduce our after-tax income from affected jurisdictions. We earn a substantial portion of our income in foreign countries. If our capital or financing needs in the United States require us to repatriate earnings from foreign jurisdictions above our current levels, our effective tax rates for the affected periods could be negatively impacted. In addition, there have been proposals to reform U.S. tax laws that could significantly impact how U.S. multinational corporations are taxed on foreign earnings. Although we cannot predict whether or in what form these proposals will pass, several of the proposals being considered, if enacted into law, could have a material adverse impact on our income tax expense and cash flow.

Our annual tax rate is based on our income and the tax laws in the various jurisdictions in which we operate. Significant judgment is required in determining our annual income tax expense and in evaluating our tax positions. Although we believe our tax estimates are reasonable, the final determination of tax audits and any related disputes could be materially different from our historical income tax provisions and accruals. The results of audits or related disputes could have a material effect on our financial statements for the periodor periods for which the applicable final determinations are made.

Increased or new indirect taxes in the United States or in one or more of our other major markets could negatively affect our business.

Our business operations are subject to numerous duties or taxes that are not based on income, sometimes referred to as "indirect taxes," including import duties, excise taxes, sales or value-added taxes, property taxes and payroll taxes, in many of the jurisdictions in which we operate, including indirect taxes imposed by state and local governments. In addition, in the past, the United States Congress considered imposing a federal excise tax on beverages sweetened with sugar, HFCS or other nutritive sweeteners and may consider similar proposals in the future. As federal, state and local governments experience significant budget deficits, some lawmakers have proposed singling out beverages among a plethora of revenue-raising items. Increases in or the imposition of new indirect taxes on our business operations or products would increase the cost of products or, to the extent levied directly on consumers, make our products less affordable, which may negatively impact our net operating revenues.

Increase in the cost, disruption of supply or shortage of energy or fuels could affect our profitability.

CCR, our North America bottling and customer service organization, and our Company-owned or -controlled bottlers operate a large fleet of trucks and other motor vehicles to distribute and deliver beverage products to customers. In addition, we use a significant amount of electricity, natural gas and other energy sources to operate our concentrate plants and the bottling plants and distribution facilities operated by CCR and our Company-owned or -controlled bottlers. An increase in the price, disruption of supply or shortage of fuel and other energy sources in North America, in other countries in which we have concentrate plants, or in any of the major markets in which our Company-owned or -controlled bottlers operate that may be caused by increasing demand or by events such as natural disasters, power outages, or the like, would increase our operating costs and negatively impact our profitability.

Our bottling partners also operate large fleets of trucks and other motor vehicles to distribute and deliver beverage products to their own customers and use a significant amount of electricity, natural gas and other energy sources to operate their own bottling plants and distribution facilities. Increases in the price, disruption of supply or shortage of fuel and other energy sources in any of the major markets in which our bottling partners operate would increase the affected bottling partners' operating costs and could indirectly negatively impact our results of operations.

Increase in the cost, disruption of supply or shortage of ingredients, other raw materials or packaging materials could harm our business.

We and our bottling partners use various ingredients in our business, including HFCS, sucrose, aspartame, saccharin, acesulfame potassium, sucralose, ascorbic acid, citric acid, phosphoric acid and caramel color, other raw materials such as orange and other fruit juice and juice concentrates, as well as packaging materials such as PET for bottles and aluminum for cans. The prices for these ingredients, other raw materials and packaging materials fluctuate depending on market conditions. Substantial increases in the prices of our or our bottling partners' ingredients, other raw materials and packaging materials, to the extent they cannot be recouped through increases in the prices of finished beverage products, would increase our and the Coca-Cola system's operating costs and could reduce our profitability. Increases in the prices of our finished products resulting

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from a higher cost of ingredients, other raw materials and packaging materials could affect affordability in some markets and reduce Coca-Cola system sales. In addition, some of our ingredients, such as aspartame, acesulfame potassium, sucralose, saccharin and ascorbic acid, as well as some of the packaging containers, such as aluminum cans, are available from a limited number of suppliers, some of which are located in countries experiencing political or other risks. We cannot assure you that we and our bottling partners will be able to maintain favorable arrangements and relationships with these suppliers.

The citrus industry is subject to the variability of weather conditions, which affect the supply of orange juice and orange juice concentrate, which are important raw materials for our business. In particular, freezing weather or hurricanes in central Florida may result in shortages and higher prices for orange juice and orange juice concentrate throughout the industry. In addition, adverse weather conditions may affect the supply of other agricultural commodities from which key ingredients for our products are derived. For example, drought conditions in certain parts of the United States may negatively affect the supply of corn, which in turn may result in shortages and higher prices for HFCS.

An increase in the cost, a sustained interruption in the supply, or a shortage of some of these ingredients, other raw materials, packaging materials or cans and other containers that may be caused by a deterioration of our or our bottling partners' relationships with suppliers; by supplier quality and reliability issues; or by events such as natural disasters, power outages, labor strikes, political uncertainties or governmental instability, or the like, could negatively impact our net revenues and profits.

Changes in laws and regulations relating to beverage containers and packaging could increase our costs and reduce demand for our products.

We and our bottlers currently offer nonrefillable, recyclable containers in the United States and in various other markets around the world. Legal requirements have been enacted in various jurisdictions in the United States and overseas requiring that deposits or certain ecotaxes or fees be charged for the sale, marketing and use of certain nonrefillable beverage containers. Other proposals relating to beverage container deposits, recycling, ecotax and/or product stewardship have been introduced in various jurisdictions in the United States and overseas, and we anticipate that similar legislation or regulations may be proposed in the future at local, state and federal levels, both in the United States and elsewhere. Consumers' increased concerns and changing attitudes about solid waste streams and environmental responsibility and the related publicity could result in the adoption of such legislation or regulations. If these types of requirements are adopted and implemented on a large scale in any of the major markets in which we operate, they could affect our costs or require changes in our distribution model, which could reduce our net operating revenues or profitability.

Significant additional labeling or warning requirements or limitations on the availability of our products may inhibit sales of affected products.

Various jurisdictions may seek to adopt significant additional product labeling or warning requirements or limitations on the availability of our products relating to the content or perceived adverse health consequences of certain of our products. If these types of requirements become applicable to one or more of our major products under current or future environmental or health laws or regulations, they may inhibit sales of such products. One such law, which is in effect in California and is known as Proposition 65, requires that a warning appear on any product sold in California that contains a substance that, in the view of the state, causes cancer or birth defects. The state maintains lists of these substances and periodically adds other substances to these lists. Proposition 65 exposes all food and beverage producers to the possibility of having to provide warnings on their products in California because it does not provide for any generally applicable quantitative threshold below which the presence of a listed substance is exempt from the warning requirement. Consequently, the detection of even a trace amount of a listed substance can subject an affected product to the requirement of a warning label. However, Proposition 65 does not require a warning if the manufacturer of a product can demonstrate that the use of the product in question exposes consumers to a daily quantity of a listed substance that is below a "safe harbor" threshold that may be established, is naturally occurring, is the result of necessary cooking, or is subject to another applicable exception. One or more substances that are currently on the Proposition 65 lists, or that may be added to the lists in the future, can be detected in Company products at low levels that are safe. With respect to substances that have not yet been listed under Proposition 65, the Company takes the position that listing is not scientifically justified. With respect to substances that are already listed, the Company takes the position that the presence of each such substance in Company products is subject to an applicable exemption from the warning requirement. The State of California or other parties, however, may take a contrary position. If we were required to add Proposition 65 warnings on the labels of one or more of our beverage products produced for sale in California, the resulting consumer reaction to the warnings and possible adverse publicity could negatively affect our sales both in California and in other markets.

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If we are unable to protect our information systems against service interruption, misappropriation of data or breaches of security, our operations could be disrupted and our reputation may be damaged.

We rely on networks and information systems and other technology ("information systems"), including the Internet and third-party hosted services, to support a variety of business processes and activities, including procurement and supply chain, manufacturing, distribution, invoicing and collection of payments. We use information systems to process financial information and results of operations for internal reporting purposes and to comply with regulatory financial reporting, legal and tax requirements. In addition, we depend on information systems for digital marketing activities and electronic communications among our locations around the world and between Company personnel and our bottlers and other customers, suppliers and consumers. Because information systems are critical to many of the Company's operating activities, our business processes may be impacted by system shutdowns or service disruptions. These disruptions may be caused by failures during routine operations such as system upgrades or user errors, as well as network or hardware failures, malicious or disruptive software, computer hackers, geopolitical events, natural disasters, failures or impairments of telecommunications networks, or other catastrophic events. In addition, such events could result in unauthorized disclosure of material confidential information. If our information systems suffer severe damage, disruption or shutdown and our business continuity plans do not effectively resolve the issues in a timely manner, we could experience delays in reporting our financial results and we may lose revenue and profits as a result of our inability to timely manufacture, distribute, invoice and collect payments for concentrate or finished products. Misuse, leakage or falsification of information could result in a violation of data privacy laws and regulations and damage the reputation and credibility of the Company and have a negative impact on net operating revenues. In addition, we may suffer financial and reputational damage because of lost or misappropriated confidential information belonging to us or to our bottling partners, other customers, suppliers or consumers. The Company could also be required to spend significant financial and other resources to remedy the damage caused by a security breach or to repair or replace networks and information systems.

Like most major corporations, the Company's information systems are a target of attacks. Although the disruptions to our information systems that we have experienced to date have not had a material effect on our business, financial condition or results of operations, there can be no assurance that such disruptions will not have a material adverse effect on us in the future. In order to address risks to our information systems, we continue to make investments in personnel, technologies, cyberinsurance and training of Company personnel, bottlers and third parties. The Company maintains an information risk management program which is supervised by information technology management and reviewed by a cross-functional committee. As part of this program, reports which include analysis of emerging risks as well as the Company's plans and strategies to address them are regularly prepared and presented to senior management.

Unfavorable general economic conditions in the United States could negatively impact our financial performance.

In 2012, our net operating revenues in the United States were $19.7 billion, or 41 percent of our total net operating revenues. Unfavorable general economic conditions, such as a recession or economic slowdown, in the United States could negatively affect the affordability of, and consumer demand for, some of our beverages in our flagship market. Under difficult economic conditions, consumers may seek to reduce discretionary spending by forgoing purchases of our products or by shifting away from our beverages to lower-priced products offered by other companies, including private label brands. Softer consumer demand for our beverages in the United States could reduce our profitability and could negatively affect our overall financial performance.

Unfavorable economic and political conditions in international markets could hurt our business.

We derive a significant portion of our net operating revenues from sales of our products in international markets. In 2012, our operations outside the United States accounted for $28.3 billion, or 59 percent, of our total net operating revenues. Unfavorable economic conditions in our major international markets, the financial uncertainties in the eurozone and unstable political conditions, including civil unrest and governmental changes, in certain of our other international markets could undermine global consumer confidence and reduce consumers' purchasing power, thereby reducing demand for our products. Product boycotts resulting from political activism could reduce demand for our products, while restrictions on our ability to transfer earnings or capital across borders which may be imposed or expanded as a result of political and economic instability could impact our profitability. In addition, U.S. trade sanctions against countries such as Iran and Syria and/or financial institutions accepting transactions for commerce within such countries could increase significantly, which could make it impossible for us to continue to make sales to bottlers in such countries. Without limiting the generality of the preceding sentences, the unfavorable business environment in Venezuela; the current unstable economic and political conditions and civil unrest and political activism in the Middle East, India, Pakistan or the Philippines; the civil unrest and instability in Egypt and other countries in North Africa; the unstable situation in Iraq; or the continuation or escalation of terrorist activities could adversely impact our international business.

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Litigation or legal proceedings could expose us to significant liabilities and damage our reputation.

We are party to various litigation claims and legal proceedings. We evaluate these litigation claims and legal proceedings to assess the likelihood of unfavorable outcomes and to estimate, if possible, the amount of potential losses. Based on these assessments and estimates, we establish reserves and/or disclose the relevant litigation claims or legal proceedings, as appropriate. These assessments and estimates are based on the information available to management at the time and involve a significant amount of management judgment. We caution you that actual outcomes or losses may differ materially from those envisioned by our current assessments and estimates. In addition, we have bottling and other business operations in markets with high-risk legal compliance environments. Our policies and procedures require strict compliance by our associates and agents with all United States and local laws and regulations and consent orders applicable to our business operations, including those prohibiting improper payments to government officials. Nonetheless, we cannot assure you that our policies, procedures and related training programs will always ensure full compliance by our associates and agents with all applicable legal requirements. Improper conduct by our associates or agents could damage our reputation in the United States and internationally or lead to litigation or legal proceedings that could result in civil or criminal penalties, including substantial monetary fines, as well as disgorgement of profits.

Adverse weather conditions could reduce the demand for our products.

The sales of our products are influenced to some extent by weather conditions in the markets in which we operate. Unusually cold or rainy weather during the summer months may have a temporary effect on the demand for our products and contribute to lower sales, which could have an adverse effect on our results of operations for such periods.

Climate change may have a long-term adverse impact on our business and results of operations.

There is increasing concern that a gradual increase in global average temperatures due to increased concentration of carbon dioxide and other greenhouse gases in the atmosphere will cause significant changes in weather patterns around the globe and an increase in the frequency and severity of natural disasters. Decreased agricultural productivity in certain regions of the world as a result of changing weather patterns may limit availability or increase the cost of key agricultural commodities, such as sugarcane, corn, beets, citrus, coffee and tea, which are important sources of ingredients for our products, and could impact the food security of communities around the world. Climate change may also exacerbate water scarcity and cause a further deterioration of water quality in affected regions, which could limit water availability for our system's bottling operations. Increased frequency or duration of extreme weather conditions could also impair production capabilities, disrupt our supply chain or impact demand for our products. As a result, the effects of climate change could have a long-term adverse impact on our business and results of operations.

If negative publicity related to product safety or quality, human and workplace rights, obesity or other issues, even if unwarranted, damages our brand image and corporate reputation, our business may suffer.

Our success depends on our ability to maintain consumer confidence in the safety and quality of our products. Our success also depends on our ability to maintain the brand image of our existing products, build up brand image for new products and brand extensions, and maintain our corporate reputation. We cannot assure you, however, that our commitment to product safety and quality and our continuing investment in advertising and marketing will have the desired impact on our products' brand image and on consumer preferences. Product safety or quality issues, actual or perceived, or allegations of product contamination, even when false or unfounded, could tarnish the image of the affected brands and may cause consumers to choose other products. Allegations of product safety or quality issues or contamination, even if untrue, may require us from time to time to recall a beverage or other product from all of the markets in which the affected production was distributed. Such issues or recalls could negatively affect our profitability and brand image. In some emerging markets, the production and sale of counterfeit or "spurious" products, which we and our bottling partners may not be able to fully combat, may damage the image and reputation of our products. From time to time, we and our executives engage in public policy endeavors that are either directly related to our products and packaging or to our business operations and general economic climate affecting the Company. These engagements in public policy debates can occasionally be the subject of backlash from advocacy groups that have a differing point of view and could result in adverse media and consumer reaction, including product boycotts.In addition, campaigns by activists attempting to connect us or our bottling system with human and workplace rights issues in certain emerging markets could adversely impact our corporate image and reputation. For example, in June 2011, the United Nations Human Rights Council endorsed the Guiding Principles on Business and Human Rights, which outlines how businesses should implement the corporate responsibility to respect human rights principles included in the United Nations "Protect, Respect and Remedy" framework on human rights. Through our Human Rights Statement and Workplace Rights Policy and Supplier Guiding Principles, and our participation in the United Nations Global Compact and its LEAD program, as well as our active participation in the Global Business Initiative on Human Rights and Global Business Coalition Against Human Trafficking, we made a number of commitments to respect all human rights. Allegations that we are not respecting any of the 30 human rights

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found in the United Nations Universal Declaration of Human Rights, even if untrue, could have a significant impact on our corporate reputation and long-term financial results. Also, adverse publicity surrounding obesity and health concerns related to our products, water usage, environmental concerns, labor relations, or the like could negatively affect our Company's overall reputation and our products' acceptance by consumers.

Changes in, or failure to comply with, the laws and regulations applicable to our products or our business operations could increase our costs or reduce our net operating revenues.

Our Company's business is subject to various laws and regulations in the numerous countries throughout the world in which we do business, including laws and regulations relating to competition, product safety, advertising and labeling, container deposits, recycling or stewardship, the protection of the environment, and employment and labor practices. In the United States, the production, distribution and sale of many of our products are subject to, among others, the Federal Food, Drug, and Cosmetic Act, the Federal Trade Commission Act, the Lanham Act, state consumer protection laws, the Occupational Safety and Health Act, and various environmental statutes, as well as various state and local statutes and regulations. Outside the United States, the production, distribution, sale, advertising and labeling of many of our products are also subject to various laws and regulations. Changes in applicable laws or regulations or evolving interpretations thereof, including increased government regulations to limit carbon dioxide and other greenhouse gas emissions as a result of concern over climate change, or regulations to limit or eliminate the use of bisphenol-A, or BPA (an odorless, tasteless food-grade chemical commonly used in the food and beverage industries as a component in the coating of the interior of cans), may result in increased compliance costs, capital expenditures and other financial obligations for us and our bottling partners, which could affect our profitability, or may impede the production or distribution of our products, which could affect our net operating revenues. In addition, failure to comply with environmental, health or safety requirements and other applicable laws or regulations could result in the assessment of damages, the imposition of penalties, suspension of production, changes to equipment or processes, or a cessation of operations at our or our bottling partners' facilities, as well as damage to our and the Coca-Cola system's image and reputation, all of which could harm our and the Coca-Cola system's profitability.

Changes in accounting standards could affect our reported financial results.

New accounting standards or pronouncements that may become applicable to our Company from time to time, or changes in the interpretation of existing standards and pronouncements, could have a significant effect on our reported results for the affected periods.

If we are not able to achieve our overall long-term goals, the value of an investment in our Company could be negatively affected.

We have established and publicly announced certain long-term growth objectives. These objectives were based on our evaluation of our growth prospects, which are generally driven by volume and sales potential of many product types, some of which are more profitable than others, and on an assessment of the potential price and product mix. There can be no assurance that we will achieve the required volume or revenue growth or the mix of products necessary to achieve our long-term growth objectives.

Continuing uncertainty in the global credit markets may adversely affect our financial performance.

Global credit market conditions continue to be uncertain in large part because of unfavorable economic environment conditions in much of the world and the unsustainable sovereign debt burden affecting various countries in the European Union. The cost and availability of credit vary by market and are subject to changes in the global or regional economic environment. If the current uncertain conditions in the credit markets continue or worsen, our bottling partners' ability to access credit markets on favorable terms may be negatively affected, which could affect the Coca-Cola system's profitability as well as our share of the income of bottling partners in which we have equity method investments. The decrease in availability of consumer credit resulting from uncertain credit market conditions, as well as general unfavorable economic conditions, may also cause consumers to reduce their discretionary spending, which would reduce the demand for our beverages and negatively affect our net operating revenues and the Coca-Cola system's profitability.

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If one or more of our counterparty financial institutions default on their obligations to us or fail, we may incur significant losses.

As part of our hedging activities, we enter into transactions involving derivative financial instruments, including forward contracts, commodity futures contracts, option contracts, collars and swaps, with various financial institutions. In addition, we have significant amounts of cash, cash equivalents and other investments on deposit or in accounts with banks or other financial institutions in the United States and abroad. As a result, we are exposed to the risk of default by or failure of counterparty financial institutions. The risk of counterparty default or failure may be heightened during economic downturns and periods of uncertainty in the financial markets. If one of our counterparties were to become insolvent or file for bankruptcy, our ability to recover losses incurred as a result of default or our assets that are deposited or held in accounts with such counterparty may be limited by the counterparty's liquidity or the applicable laws governing the insolvency or bankruptcy proceedings. In the event of default or failure of one or more of our counterparties, we could incur significant losses, which could negatively impact our results of operations and financial condition.

If we are unable to realize additional benefits targeted by our productivity and reinvestment program, our financial results could be negatively affected.

We believe that productivity gains are essential to achieving our long-term growth objectives and, therefore, a leading priority of our Company is to design and implement the most effective and efficient business system possible. As part of our efforts to become more efficient, leaner and adaptive to changing market conditions, in February 2012 we announced a productivity and reinvestment program consisting of (i) a new productivity initiative focused on global supply chain optimization, global marketing and innovation effectiveness, operating expense leverage, operational excellence and data and information technology systems standardization; and (ii) an expansion of our initiative to capture CCR integration synergies in North America, focused primarily on our North American product supply. We expect to incur significant costs to capture these savings and additional synergies. We intend to invest the savings generated by this program to enhance ongoing systemwide brand-building initiatives and to mitigate potential incremental near-term commodity costs. If we are unable to capture the savings and additional synergies targeted by our productivity and reinvestment program, our financial results could be negatively affected.

If we are unable to renew collective bargaining agreements on satisfactory terms, or we or our bottling partners experience strikes, work stoppages or labor unrest, our business could suffer.

Many of our associates at our key manufacturing locations and bottling plants are covered by collective bargaining agreements. While we generally have been able to renegotiate collective bargaining agreements on satisfactory terms when they expire and regard our relations with associates and their representatives as generally satisfactory, negotiations in the current environment remain challenging, as the Company must have competitive cost structures in each market while meeting the compensation and benefits needs of our associates. If we are unable to renew collective bargaining agreements on satisfactory terms, our labor costs could increase, which would affect our profit margins. In addition, many of our bottling partners' employees are represented by labor unions. Strikes, work stoppages or other forms of labor unrest at any of our major manufacturing facilities or at our or our major bottlers' plants could impair our ability to supply concentrates and syrups to our bottling partners or our bottlers' ability to supply finished beverages to customers, which would reduce our net operating revenues and could expose us to customer claims.

We may be required to recognize impairment charges that could materially affect our financial results.

We assess our goodwill, trademarks and other intangible assets as well as our other long-lived assets as and when required by accounting principles generally accepted in the United States to determine whether they are impaired and, if they are, we record appropriate impairment charges. Our equity method investees also perform impairment tests, and we record our proportionate share of impairment charges recorded by them adjusted, as appropriate, for the impact of items such as basis differences, deferred taxes and deferred gains. It is possible that we may be required to record significant impairment charges or our proportionate share of significant charges recorded by equity method investees in the future and, if we do so, our operating or equity income could be materially adversely affected.

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We may incur multi-employer plan withdrawal liabilities in the future, which could negatively impact our financial performance.

We participate in certain multi-employer pension plans in the United States. Our U.S. multi-employer pension plan expense totaled $31 million in 2012. The U.S. multi-employer pension plans in which we currently participate have contractual arrangements that extend into 2017. If, in the future, we choose to withdraw from any of the multi-employer pension plans in which we participate, we will likely need to record withdrawal liabilities, which could negatively impact our financial performance in the applicable periods.

If we do not successfully integrate and manage our Company-owned or -controlled bottling operations, our results could suffer.

From time to time we acquire or take control of bottling operations, often in underperforming markets where we believe we can use our resources and expertise to improve performance. We may incur unforeseen liabilities and obligations in connection with acquiring, taking control of or managing bottling operations and may encounter unexpected difficulties and costs in restructuring and integrating them into our Company's operating and internal control structures. We may also experience delays in extending our Company's internal control over financial reporting to newly acquired or controlled bottling operations, which may increase the risk of failure to prevent misstatements in such operations' financial records and in our consolidated financial statements. Our financial performance depends in large part on how well we can manage and improve the performance of Company-owned or -controlled bottling operations. We cannot assure you, however, that we will be able to achieve our strategic and financial objectives for such bottling operations. If we are unable to achieve such objectives, our consolidated results could be negatively affected.

Global or regional catastrophic events could impact our operations and financial results.

Because of our global presence and worldwide operations, our business can be affected by large-scale terrorist acts, especially those directed against the United States or other major industrialized countries; the outbreak or escalation of armed hostilities; major natural disasters; or widespread outbreaks of infectious diseases. Such events could impair our ability to manage our business around the world, could disrupt our supply of raw materials and ingredients, and could impact production, transportation and delivery of concentrates, syrups and finished products. In addition, such events could cause disruption of regional or global economic activity, which can affect consumers' purchasing power in the affected areas and, therefore, reduce demand for our products.

ITEM 1B.  UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 2.  PROPERTIES

Our worldwide headquarters is located on a 35-acre office complex in Atlanta, Georgia. The complex includes our 621,000 square foot headquarters building and an 870,000 square foot building in which our North America group's main offices are located. The complex also includes several other buildings, including our 264,000 square foot Coca-Cola Plaza building, technical and engineering facilities, a learning center and a reception center. We also own an office and retail building at 711 Fifth Avenue in New York, New York. These properties, except for the North America group's main offices, are included in the Corporate operating segment.

We own or lease additional facilities, real estate and office space throughout the world which we use for administrative, manufacturing, processing, packaging, packing, storage, warehousing, distribution and retail operations. These properties are generally included in the geographic operating segment in which they are located.

In North America, as of December 31, 2012, we owned 69 beverage production facilities, 10 principal beverage concentrate and/or syrup manufacturing plants, one facility that manufactures juice concentrates for foodservice use, two bottled water facilities and one container manufacturing facility; we leased one beverage production facility, one bottled water facility and four container manufacturing facilities; and we operated 281 principal beverage distribution warehouses, of which 98 were leased and the rest were owned. Also included in the North America operating segment is a portion of the Atlanta office complex consisting of the North America group's main offices.

Additionally, outside of North America, as of December 31, 2012, our Company owned and operated 18 principal beverage concentrate manufacturing plants, of which four are included in the Eurasia and Africa operating segment, three are included in the Europe operating segment, five are included in the Latin America operating segment, and six are included in the Pacific

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operating segment; and owned a majority interest in and operated one beverage concentrate manufacturing plant included in the Pacific operating segment.

We own or hold a majority interest in or otherwise consolidate under applicable accounting rules bottling operations that, as of December 31, 2012, owned 105 principal beverage bottling and canning plants located throughout the world. These plants are included in the Bottling Investments operating segment.

Management believes that our Company's facilities for the production of our products are suitable and adequate, that they are being appropriately utilized in line with past experience, and that they have sufficient production capacity for their present intended purposes. The extent of utilization of such facilities varies based upon seasonal demand for our products. However, management believes that additional production can be obtained at the existing facilities by adding personnel and capital equipment and, at some facilities, by adding shifts of personnel or expanding the facilities. We continuously review our anticipated requirements for facilities and, on the basis of that review, may from time to time acquire additional facilities and/or dispose of existing facilities.

ITEM 3.  LEGAL PROCEEDINGS

The Company is involved in various legal proceedings, including the proceedings specifically discussed below. Management believes that the total liabilities to the Company that may arise as a result of currently pending legal proceedings will not have a material adverse effect on the Company taken as a whole.

Aqua-Chem Litigation

On December 20, 2002, the Company filed a lawsuit (The Coca-Cola Company v. Aqua-Chem, Inc., Civil Action No. 2002CV631-50) in the Superior Court of Fulton County, Georgia (the "Georgia Case"), seeking a declaratory judgment that the Company has no obligation to its former subsidiary, Aqua-Chem, Inc., now known as Cleaver-Brooks, Inc. ("Aqua-Chem"), for any past, present or future liabilities or expenses in connection with any claims or lawsuits against Aqua-Chem. Subsequent to the Company's filing but on the same day, Aqua-Chem filed a lawsuit (Aqua-Chem, Inc. v. The Coca-Cola Company, Civil Action No. 02CV012179) in the Circuit Court, Civil Division of Milwaukee County, Wisconsin (the "Wisconsin Case"). In the Wisconsin Case, Aqua-Chem sought a declaratory judgment that the Company is responsible for all liabilities and expenses not covered by insurance in connection with certain of Aqua-Chem's general and product liability claims arising from occurrences prior to the Company's sale of Aqua-Chem in 1981, and a judgment for breach of contract in an amount exceeding $9 million for costs incurred by Aqua-Chem to date in connection with such claims. The Wisconsin Case initially was stayed, pending final resolution of the Georgia Case, and later was voluntarily dismissed without prejudice by Aqua-Chem.

The Company owned Aqua-Chem from 1970 to 1981. During that time, the Company purchased over $400 million of insurance coverage, which also insures Aqua-Chem for some of its prior and future costs for certain product liability and other claims. The Company sold Aqua-Chem to Lyonnaise American Holding, Inc., in 1981 under the terms of a stock sale agreement. The 1981 agreement, and a subsequent 1983 settlement agreement, outlined the parties' rights and obligations concerning past and future claims and lawsuits involving Aqua-Chem. Cleaver-Brooks, a division of Aqua-Chem, manufactured boilers, some of which contained asbestos gaskets. Aqua-Chem was first named as a defendant in asbestos lawsuits in or around 1985 and currently has approximately 40,000 active claims pending against it.

The parties agreed in 2004 to stay the Georgia Case pending the outcome of insurance coverage litigation filed by certain Aqua-Chem insurers on March 26, 2004. In the coverage action, five plaintiff insurance companies filed suit (Century Indemnity Company, et al. v. Aqua-Chem, Inc., The Coca-Cola Company, et al., Case No. 04CV002852) in the Circuit Court, Civil Division of Milwaukee County, Wisconsin, against the Company, Aqua-Chem and 16 insurance companies. Several of the policies that were the subject of the coverage action had been issued to the Company during the period (1970 to 1981) when the Company owned Aqua-Chem. The complaint sought a determination of the respective rights and obligations under the insurance policies issued with regard to asbestos-related claims against Aqua-Chem. The action also sought a monetary judgment reimbursing any amounts paid by the plaintiffs in excess of their obligations. Two of the insurers, one with a $15 million policy limit and one with a $25 million policy limit, asserted cross-claims against the Company, alleging that the Company and/or its insurers are responsible for Aqua-Chem's asbestos liabilities before any obligation is triggered on the part of the cross-claimant insurers to pay for such costs under their policies.

Aqua-Chem and the Company filed and obtained a partial summary judgment determination in the coverage action that the insurers for Aqua-Chem and the Company were jointly and severally liable for coverage amounts, but reserving judgment on other defenses that might apply. During the course of the Wisconsin insurance coverage litigation, Aqua-Chem and the Company reached settlements with several of the insurers, including plaintiffs, who have paid or will pay funds into an escrow account for payment of costs arising from the asbestos claims against Aqua-Chem. On July 24, 2007, the Wisconsin trial court entered a final declaratory judgment regarding the rights and obligations of the parties under the insurance policies issued by

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the remaining defendant insurers, which judgment was not appealed. The judgment directs, among other things, that each insurer whose policy is triggered is jointly and severally liable for 100 percent of Aqua-Chem's losses up to policy limits. The court's judgment concluded the Wisconsin insurance coverage litigation.

The Company and Aqua-Chem continued to pursue and obtain coverage agreements for the asbestos-related claims against Aqua-Chem with those insurance companies that did not settle in the Wisconsin insurance coverage litigation. The Company anticipated that a final settlement with three of those insurers (the “Chartis insurers”) would be finalized in May 2011, but such insurers repudiated their settlement commitments and, as a result, Aqua-Chem and the Company filed suit against them in Wisconsin state court to enforce the coverage-in-place settlement or, in the alternative, to obtain a declaratory judgment validating Aqua-Chem and the Company's interpretation of the court's judgment in the Wisconsin insurance coverage litigation.

In February 2012, the parties filed and argued a number of cross-motions for summary judgment related to the issues of the enforceability of the settlement agreement and the exhaustion of policies underlying those of the Chartis insurers. The court granted defendants' motions for summary judgment that the 2011 Settlement Agreement and 2010 Term Sheet were not binding contracts, but denied their similar motions related to plaintiffs' claims for promissory and/or equitable estoppel. On or about May 15, 2012, the parties entered into a mutually agreeable settlement/stipulation resolving two major issues: exhaustion of underlying coverage and control of defense; and, on or about January 10, 2013, the parties reached a settlement of the remaining coverage issues and the estoppel claims. The Chartis insurers have filed a notice of appeal with respect to certain issues that were the subject of summary judgment orders earlier in the case. Whatever the outcome of that appeal, these three insurance companies will remain subject to the court's judgment in the Wisconsin insurance coverage litigation.

The Georgia Case remains subject to the stay agreed to in 2004.

Chapman

On June 30, 2005, Maryann Chapman filed a purported shareholder derivative action (Chapman v. Isdell, et al.) in the Superior Court of Fulton County, Georgia, alleging violations of state law by certain individual current and former members of the Board of Directors of the Company and senior management, including breaches of fiduciary duties, abuse of control, gross mismanagement, waste of corporate assets and unjust enrichment, between January 2003 and the date of filing of the complaint that have caused substantial losses to the Company and other damages, such as to its reputation and goodwill. The defendants named in the lawsuit include Neville Isdell, Douglas Daft, Gary Fayard, Ronald Allen, Cathleen Black, Warren Buffett, Herbert Allen, Barry Diller, Donald McHenry, Sam Nunn, James Robinson, Peter Ueberroth, James Williams, Donald Keough, Maria Lagomasino, Pedro Reinhard, Robert Nardelli and Susan Bennett King. The Company is also named a nominal defendant. The complaint further alleges that the September 2004 earnings warning issued by the Company resulted from factors known by the individual defendants as early as January 2003 that were not adequately disclosed to the investing public until the earnings warning. The factors cited in the complaint include (i) a flawed business strategy and a business model that was not working; (ii) a workforce so depleted by layoffs that it was unable to properly react to changing market conditions; (iii) impaired relationships with key bottlers; and (iv) the fact that the foregoing conditions would lead to diminished earnings. The plaintiff, purportedly on behalf of the Company, seeks damages in an unspecified amount, extraordinary equitable and/or injunctive relief, restitution and disgorgement of profits, reimbursement for costs and disbursements of the action, and such other and further relief as the Court deems just and proper. The Company's motion to dismiss the complaint and the plaintiff's response were filed and fully briefed. The Court heard oral argument on the Company's motion to dismiss on June 6, 2006. Following the hearing, the Court took the matter under advisement and the parties are awaiting a ruling. On March 30, 2012, the Court dismissed the case for lack of prosecution.

Environmental Matters

The Company's Atlanta Syrup Plant (“ASP”) discharges wastewater to a City of Atlanta wastewater treatment works pursuant to a government-issued permit under the U.S. Clean Water Act and related state and local laws and regulations. The Company became aware that wastewater-related reports filed by ASP with regulators may contain certain inaccurate information and made self-disclosure to the City of Atlanta regarding the matter as required by applicable law. As a result, regulatory authorities may seek monetary and/or other sanctions against the Company, although the Company believes that any sanctions that may ultimately be imposed will not be material to its business, financial condition or results of operations.

The Company's bottling plant in Suape, Brazil discharges wastewater to a local water body pursuant to a government-issued permit under Brazilian environmental law. The Company is working with environmental regulators in the State of Pernambuco to address certain compliance-related issues at the Suape facility, including with respect to the building of a new wastewater treatment plant. The Brazilian regulatory authorities may pursue monetary and/or other sanctions against the Company as a result of this matter, although the Company believes that if any sanctions are pursued they will not be material to its business, financial condition or results of operations.

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ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable.

ITEM X.  EXECUTIVE OFFICERS OF THE COMPANY

The following are the executive officers of our Company as of February 25, 2013:

Ahmet C. Bozer, 52, is Executive Vice President of the Company and President of Coca-Cola International, which consists of the Company's Eurasia and Africa, Europe and Pacific operating groups. Mr. Bozer joined the Company in 1990 as a Financial Control Manager. In 1992, he became the Region Finance Manager in Turkey. In 1994, he joined Coca-Cola Bottlers of Turkey (now Coca-Cola İçecek A.Ş.) as Finance Director and was named Managing Director in 1998. In 2000, Mr. Bozer rejoined the Company as President of the Eurasia Division, which became the Eurasia and Middle East Division in 2003. In 2006, Mr. Bozer assumed the additional leadership responsibility for the Russia, Ukraine and Belarus Division. In 2007, with the addition of the India and South West Asia Division under his responsibilities, Mr. Bozer was named President of the Eurasia Group. From July 1, 2008 until December 31, 2012, Mr. Bozer served as President of the Eurasia and Africa Group. He was appointed President of Coca-Cola International effective January 1, 2013 and was elected Executive Vice President of the Company on February 21, 2013.

Steven A. Cahillane, 47, is Executive Vice President of the Company and President of Coca-Cola Americas, which consists of the Company's North America and Latin America operating groups. Mr. Cahillane joined the Company in October 2010 as President and Chief Executive Officer of Coca-Cola Refreshments, the Company's bottling and customer service organization for North America, and served in this role until December 31, 2012. Before joining the Company, Mr. Cahillane served as President of Coca-Cola Enterprises Inc.'s Europe Group until July 2008 and then as President of the North America Business Unit of Coca-Cola Enterprises Inc. from July 2008 until October 2010. Prior to joining the Coca-Cola system, from 2003 until 2005, Mr. Cahillane served as the Chief Executive for Interbrew UK and Ireland, a division of InBev S.A. In 2005, he became Chief Commercial Officer of InBev S.A. and served in that capacity until 2007. Mr. Cahillane was appointed President of Coca-Cola Americas effective January 1, 2013 and was elected Executive Vice President of the Company on February 21, 2013.

Alexander B. Cummings, Jr., 56, is Executive Vice President and Chief Administrative Officer of the Company. Mr. Cummings joined the Company in 1997 as Deputy Region Manager, Nigeria. In 1998, Mr. Cummings was named Managing Director/Region Manager, Nigeria, and in 2000, he became President of the North West Africa Division based in Morocco. In 2001, Mr. Cummings became President of the Africa Group and served in this capacity until June 2008. Mr. Cummings was appointed Chief Administrative Officer of the Company effective July 1, 2008, and was elected Executive Vice President of the Company effective October 15, 2008. Mr. Cummings began his career in 1982 with The Pillsbury Company and held various positions within Pillsbury, the last position being Vice President of Finance and Chief Financial Officer for all of Pillsbury's international businesses.

J. Alexander M. Douglas, Jr., 51, is Senior Vice President and Global Chief Customer Officer of the Company. Mr. Douglas joined the Company in January 1988 as a District Sales Manager for the Foodservice Division of Coca-Cola USA. In May 1994, he was named Vice President of Coca-Cola USA, initially assuming leadership of the CCE Sales and Marketing Group and eventually assuming leadership of the entire North American Field Sales and Marketing Groups. In 2000, Mr. Douglas was appointed President of the North American Division within the North America Group. He served as Senior Vice President and Chief Customer Officer of the Company from 2003 until 2006 and continued serving as Senior Vice President until April 2007. Mr. Douglas was President of the North America Group from August 2006 through December 31, 2012. He was appointed Global Chief Customer Officer effective January 1, 2013 and was elected Senior Vice President of the Company on February 21, 2013.

Ceree Eberly, 50, is Senior Vice President and Chief People Officer of the Company, with responsibility for leading the Company's global People Function (formerly Human Resources). Ms. Eberly joined the Company in 1990, serving in staffing, compensation and other roles supporting the Company's business units around the world. From 1998 until 2003, she served as Human Resources Director for the Latin Center Division. From 2003 until 2007, Ms. Eberly served as Vice President of the McDonald's Division. She was appointed Group Human Resources Director for Europe in July 2007 and served in that capacity until she was appointed Chief People Officer effective December 1, 2009. Ms. Eberly was elected Senior Vice President of the Company effective April 1, 2010.

Gary P. Fayard, 60, is Executive Vice President and Chief Financial Officer of the Company. Mr. Fayard joined the Company in 1994. In July 1994, he was elected Vice President and Controller. In December 1999, he was elected Senior Vice President and Chief Financial Officer. Mr. Fayard was elected Executive Vice President of the Company in February 2003.

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Irial Finan, 55, is Executive Vice President and President, Bottling Investments and Supply Chain. Mr. Finan joined the Company and was named President, Bottling Investments in 2004. Mr. Finan joined the Coca-Cola system in 1981 with Coca-Cola Bottlers Ireland, Ltd., where for several years he held a variety of accounting positions. From 1987 until 1990, Mr. Finan served as Finance Director of Coca-Cola Bottlers Ireland, Ltd. From 1991 to 1993, he served as Managing Director of Coca-Cola Bottlers Ulster, Ltd. He was Managing Director of Coca-Cola bottlers in Romania and Bulgaria until late 1994. From 1995 to 1999, he served as Managing Director of Molino Beverages, with responsibility for expanding markets, including the Republic of Ireland, Northern Ireland, Romania, Moldova, Russia and Nigeria. Mr. Finan served from 2001 until 2003 as Chief Executive Officer of Coca-Cola Hellenic. He was elected Executive Vice President of the Company in October 2004.

Bernhard Goepelt, 50, is Senior Vice President, General Counsel and Chief Legal Counsel of the Company. Mr. Goepelt joined the Company in 1992 as Legal Counsel for the German Division. In 1997, he was appointed Legal Counsel for the Middle and Far East Group and in 1999 was promoted to Division Counsel, Southeast and West Asia Division, based in Thailand. In 2003, Mr. Goepelt was appointed Group Counsel for the Central Europe, Eurasia and Middle East Group. In 2005, he assumed the position of General Counsel for Japan and China and in 2007, Mr. Goepelt was appointed General Counsel, Pacific Group. In April 2010, he moved to Atlanta to become Associate General Counsel, Global Marketing, Commercial Leadership & Strategy. In September 2010, Mr. Goepelt took on the additional responsibility of General Counsel for the Pacific Group. In addition to his functional responsibilities, he also managed the administration of the Legal Division. Mr. Goepelt was elected Senior Vice President, General Counsel and Chief Legal Counsel of the Company in December 2011.

Glenn G. Jordan S., 56, is President of the Pacific Group. Mr. Jordan joined the Company in 1978 as a field representative for Coca-Cola de Colombia where, for several years, he held various positions, including Region Manager from 1985 to 1989. Mr. Jordan served as Marketing Operations Manager, Pacific Group from 1989 to 1990 and as Vice President of Coca-Cola International and Executive Assistant to the Pacific Group President from 1990 to 1991. He served as Senior Vice President, Marketing and Operations, for the Brazil Division from 1991 to 1995; as President of the River Plate Division, which comprised Argentina, Uruguay and Paraguay, from 1995 to 2000; and as President of the South Latin America Division, comprising Argentina, Bolivia, Chile, Ecuador, Paraguay, Peru and Uruguay, from 2000 to 2003. In February 2003, Mr. Jordan was appointed Executive Vice President and Director of Operations for the Latin America Group and served in that capacity until February 2006. Mr. Jordan was appointed President of the East, South Asia and Pacific Rim Group in February 2006. The East, South Asia and Pacific Rim Group was reconfigured and renamed the Pacific Group, effective January 1, 2007.

Nathan Kalumbu, 48, is President of the Eurasia and Africa Group. Mr. Kalumbu joined the Company in 1990 as the Central Africa region's External Affairs Manager and served in numerous roles in marketing operations and country management in Zimbabwe, Zambia and Malawi from 1992 to 1996. He held the role of Executive Assistant to the South Africa Division President from 1997 to 1998 and Region Manager for Central Africa from 1998 to 2000 and for Nigeria from 2000 to 2004. In 2004, Mr. Kalumbu was appointed Business Planning Director and Executive Assistant to the Retail Division President, North America. He returned to the Africa Group as Director of Business Strategy & Planning for the East and Central Africa Division in 2006. In 2007, he was named President of the Central, East and West Africa (CEWA) Business Unit, and served in that role until his appointment to his current position effective January 1, 2013.

Muhtar Kent, 60, is Chairman of the Board of Directors, Chief Executive Officer and President of the Company. Mr. Kent joined the Company in 1978 and held a variety of marketing and operations roles throughout his career with the Company. In 1985, he was appointed General Manager of Coca-Cola Turkey and Central Asia. From 1989 to 1995, Mr. Kent served as President of the East Central Europe Division and Senior Vice President of Coca-Cola International. Between 1995 and 1998, he served as Managing Director of Coca-Cola Amatil-Europe, covering bottling operations in 12 countries, and from 1999 until 2005, he served as President and Chief Executive Officer of Efes Beverage Group, a diversified beverage company with Coca-Cola and beer operations across Southeast Europe, Turkey and Central Asia. Mr. Kent rejoined the Company in May 2005 as President and Chief Operating Officer, North Asia, Eurasia and Middle East Group, an organization serving a broad and diverse region that included China, Japan and Russia. He was appointed President, Coca-Cola International in January 2006 and was elected Executive Vice President of the Company in February 2006. He was elected President and Chief Operating Officer of the Company in December 2006 and was elected to the Board of Directors in April 2008. Mr. Kent was elected Chief Executive Officer of the Company effective July 1, 2008, and was elected Chairman of the Board of Directors of the Company in April 2009.

James Quincey, 48, is President of the Europe Group. Mr. Quincey joined the Company in 1996 as Director, Learning Strategy for the Latin America Group. He moved to Mexico as Deputy to the Division President in 1999, and became Region Manager for Argentina & Uruguay in 2000, and then General Manager of the South Cone region (Argentina, Chile, Uruguay & Paraguay) in 2003. Mr. Quincey was appointed President of the South Latin Division in December 2003, and President of the Mexico Division in December 2005. In October 2008, he was named President of the Northwest Europe and Nordics Business Unit, and served in that role until his appointment to his current position effective January 1, 2013.

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José Octavio Reyes, 60, is Vice Chairman, The Coca-Cola Export Corporation. Mr. Reyes began his career with the Company in 1980 at Coca-Cola de México as Manager of Strategic Planning. In 1987, he was appointed Manager of the Sprite and Diet Coke brands at Corporate Headquarters. In 1990, he was appointed Marketing Director for the Brazil Division, and later became Marketing and Operations Vice President for the Mexico Division. Mr. Reyes assumed the role of Deputy Division President for the Mexico Division in 1996 and was named Division President for the Mexico Division later that year. From December 2002 until December 31, 2012, Mr. Reyes served as President of the Latin America Group and served in that role until his appointment to his current position effective January 1, 2013.

Brian Smith, 57, is President of the Latin America Group. Mr. Smith joined the Company in 1997 as Latin America Group Manager for Mergers and Acquisitions, a role he held until July 2001. From 2001 to 2002, he worked as Executive Assistant to Brian Dyson, then Chief Operating Officer and Vice Chairman of the Company. He served as President of the Brazil Division from 2002 to 2008 and President of the Mexico Business Unit from 2008 to 2011. Mr. Smith was appointed to his current position effective January 1, 2013.

Joseph V. Tripodi, 57, is Executive Vice President and Chief Marketing and Commercial Officer of the Company. Mr. Tripodi joined the Company as Chief Marketing and Commercial Officer effective September 2007 and was elected Senior Vice President of the Company in October 2007, a capacity in which he served until July 2009, when he was elected Executive Vice President of the Company. Prior to joining the Company, Mr. Tripodi served as Senior Vice President and Chief Marketing Officer for Allstate Insurance Co. Prior to joining Allstate in 2003, Mr. Tripodi was Chief Marketing Officer for The Bank of New York. From 1999 until 2002, he served as Chief Marketing Officer for Seagram Spirits & Wine Group. From 1989 to 1998, he was the Executive Vice President for Global Marketing, Products and Services for MasterCard International. Previously, Mr. Tripodi spent seven years with the Mobil Oil Corporation in roles of increasing responsibility in planning, marketing, business development and operations in New York, Paris, Hong Kong and Guam.

Clyde C. Tuggle, 50, is Senior Vice President and Chief Public Affairs and Communications Officer of the Company. Mr. Tuggle joined the Company in 1989 in the Corporate Issues Communications Department. In 1992, he was named Executive Assistant to Roberto C. Goizueta, then Chairman and Chief Executive Officer of the Company, where he managed external affairs and communications for the Office of the Chairman. In 1998, Mr. Tuggle transferred to the Company's Central European Division Office in Vienna where he held a variety of positions, including Director of Operations Development, Deputy to the Division President and Region Manager for Austria. In 2000, Mr. Tuggle returned to Atlanta as Executive Assistant to then Chairman and Chief Executive Officer Douglas N. Daft and was elected Vice President of the Company. In February 2003, he was elected Senior Vice President of the Company and appointed Director of Worldwide Public Affairs and Communications. From 2005 until September 2008, Mr. Tuggle served as President of the Russia, Ukraine and Belarus Division. In September 2008, he returned to Atlanta as Senior Vice President, Corporate Affairs and Productivity. In May 2009, Mr. Tuggle was named Senior Vice President, Global Public Affairs and Communications of the Company.

Glen Walter, 44, is President and Chief Operating Officer of Coca-Cola Refreshments, the Company's bottling and customer service organization for North America. Mr. Walter joined the Company in 2010 as Coca-Cola Refreshments' Vice President of Region Sales, and served in this role until his appointment to his current role effective January 1, 2013. Before joining the Company, Mr. Walter was Central Business Unit Vice President and General Manager for Coca-Cola Enterprises Inc. in North America from November 2008 to October 2010. Prior to joining the Coca-Cola system, he served as President of InBev USA from 2006 to 2008 and as Vice President of InBev USA from 2004 to 2006. Mr. Walter started his career in the beverage industry in 1991 as a member of the E&J Gallo Management Development Program.

Guy Wollaert, 53, is Senior Vice President and Chief Technical Officer of the Company. Mr. Wollaert joined the Company in 1992 in Brussels, Belgium as a Project Manager and has held various positions of increasing responsibility in the technical and supply chain fields. From 1997 to 1999, he served as Technical Director for the Indonesia region based in Jakarta. In 1999, Mr. Wollaert relocated to Atlanta where he held the position of Value Chain Account Manager for the Asia Pacific region. In late 2000, he joined Coca-Cola Tea Products Co. Ltd. ("CCTPC"), a Company subsidiary based in Tokyo. Mr. Wollaert became President of CCTPC in January 2002. From 2003 to 2006, he was President of Coca-Cola National Beverages Ltd., a national supply management Company subsidiary that managed the Company's Japan supply business. In 2006, Mr. Wollaert returned to Atlanta as Vice President, Global Supply Chain Development, and from January 2008 until December 2010, he served as General Manager, Global Juice Center. Mr. Wollaert was appointed Chief Technical Officer effective January 2011 and was elected Senior Vice President of the Company in February 2011.

All executive officers serve at the pleasure of the Board of Directors. There is no family relationship between any of the Directors or executive officers of the Company.

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PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

The principal United States market in which the Company's common stock is listed and traded is the New York Stock Exchange.

The following table sets forth, for the quarterly periods indicated, the high and low market prices per share for the Company's common stock, as reported on the New York Stock Exchange composite tape, and dividend per share information:

	Common Stock Market Prices
	High		Low		Dividends Declared
2012
Fourth quarter	$	38.83	$	35.58	$	0.255
Third quarter	40.66		37.11		0.255
Second quarter1	39.10		35.92		0.255
First quarter1	37.20		33.29		0.255
2011 — As Adjusted1
Fourth quarter	$	35.15	$	31.67	$	0.235
Third quarter	35.89		31.80		0.235
Second quarter	34.39		32.22		0.235
First quarter	33.74		30.65		0.235

¹  On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All per share data presented above reflects the impact of the stock split.

While we have historically paid dividends to holders of our common stock on a quarterly basis, the declaration and payment of future dividends will depend on many factors, including, but not limited to, our earnings, financial condition, business development needs and regulatory considerations, and is at the discretion of our Board of Directors.

As of February 25, 2013, there were 243,575 shareowner accounts of record. This figure does not include a substantially greater number of "street name" holders or beneficial holders of our common stock, whose shares are held of record by banks, brokers and other financial institutions.

The information under the principal heading "EQUITY COMPENSATION PLAN INFORMATION" in the Company's definitive Proxy Statement for the Annual Meeting of Shareowners to be held on April 24, 2013, to be filed with the Securities and Exchange Commission (the "Company's 2013 Proxy Statement"), is incorporated herein by reference.

During the fiscal year ended December 31, 2012, no equity securities of the Company were sold by the Company that were not registered under the Securities Act of 1933, as amended.

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The following table presents information with respect to purchases of common stock of the Company made during the three months ended December 31, 2012, by the Company or any "affiliated purchaser" of the Company as defined in Rule 10b-18(a)(3) under the Exchange Act.

Period	Total Number of Shares Purchased1	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans2	Maximum Number of Shares That May Yet Be Purchased Under the Publicly Announced Plans3
September 29, 2012 through October 26, 2012	4,241,041	$	37.53	4,240,000	563,008,144
October 27, 2012 through November 23, 2012	8,326,995	36.88		8,134,100	554,874,044
November 24, 2012 through December 31, 2012	11,936,130	37.21		11,930,900	542,943,144
Total	24,504,166	$	37.15	24,305,000

¹  The total number of shares purchased includes: (i) shares purchased pursuant to the 2006 Plan described in footnote 2 below, and (ii) shares surrendered to the Company to pay the exercise price and/or to satisfy tax withholding obligations in connection with so-called stock swap exercises of employee stock options and/or the vesting of restricted stock issued to employees, totaling 1,041 shares, 192,895 shares and 5,230 shares for the fiscal months of October, November and December 2012, respectively.

²  On July 20, 2006, we publicly announced that our Board of Directors had authorized a plan (the "2006 Plan") for the Company to purchase up to 300 million shares of our Company's common stock. This column discloses the number of shares purchased pursuant to the 2006 Plan during the indicated time periods.

³  On October 18, 2012, the Company publicly announced that our Board of Directors had authorized a new plan (the "2012 Plan") for the Company to purchase up to 500 million shares of our Company's common stock. The 2012 Plan will allow the Company to continue repurchasing shares following the completion of the 2006 Plan. The maximum number of shares that may yet be purchased under the publicly announced plans reflects the combined total available under both the 2006 Plan and the 2012 Plan.

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Performance Graph

Comparison of Five-Year Cumulative Total Return Among

The Coca-Cola Company, the Peer Group Index and the S&P 500 Index

Total Return

Stock Price Plus Reinvested Dividends

December 31,	2007		2008		2009		2010		2011		2012
The Coca-Cola Company	$	100	$	76	$	99	$	118	$	129	$	137
Peer Group Index	100		76		92		108		128		142
S&P 500 Index	100		63		80		92		94		109

The total return assumes that dividends were reinvested quarterly and is based on a $100 investment on December 31, 2007.

The Peer Group Index is a self-constructed peer group of companies that are included in the Dow Jones Food and Beverage Group and the Dow Jones Tobacco Group of companies, from which the Company has been excluded.

The Peer Group Index consists of the following companies: Altria Group, Inc., Archer-Daniels-Midland Company, B&G Foods, Inc., Beam Inc., Brown-Forman Corporation, Bunge Limited, Campbell Soup Company, Coca-Cola Enterprises, Inc., ConAgra Foods, Inc., Constellation Brands, Inc., Darling International Inc., Dean Foods Company, Dr Pepper Snapple Group, Inc., Flowers Foods, Inc., Fresh Del Monte Produce Inc., General Mills, Inc., Green Mountain Coffee Roasters, Inc., H.J. Heinz Company, The Hain Celestial Group, Inc., Herbalife Ltd., The Hershey Company, The Hillshire Brands Company, Hormel Foods Corporation, Ingredion Incorporated, The J.M. Smucker Company, Kellogg Company, Kraft Foods Inc., Lancaster Colony Corporation, Lorillard, Inc., McCormick & Company, Inc., Mead Johnson Nutrition Company, Molson Coors Brewing Company, Mondelēz International, Inc., Monsanto Company, Monster Beverage Corporation, PepsiCo, Inc., Philip Morris International Inc., Post Holdings, Inc., Ralcorp Holdings, Inc., Reynolds American Inc., Smithfield Foods, Inc., TreeHouse Foods, Inc., Tyson Foods, Inc. and Universal Corporation.

Companies included in the Dow Jones Food and Beverage Group and the Dow Jones Tobacco Group change periodically. This year, the groups include B&G Foods, Inc., The Hillshire Brands Company, Ingredion Incorporated, Mondelēz International, Inc. and Post Holdings, Inc., all of which were not included in the groups last year. Additionally, this year the groups do not include Corn Products International, Inc., Diamond Foods, Inc., Sara Lee Corporation and Tootsie Roll Industries, Inc., all of which were included in the groups last year.

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ITEM 6.  SELECTED FINANCIAL DATA

The following selected financial data should be read in conjunction with "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" and consolidated financial statements and notes thereto contained in "Item 8. Financial Statements and Supplementary Data" of this report.

Year Ended December 31,	2012		2011		2010 1		2009		2008
(In millions except per share data)			As Adjusted2,3
SUMMARY OF OPERATIONS
Net operating revenues	$	48,017	$	46,542	$	35,119	$	30,990	$	31,944
Net income attributable to shareowners of    The Coca-Cola Company	9,019		8,584		11,787		6,797		5,819
PER SHARE DATA
Basic net income	$	2.00	$	1.88	$	2.55	$	1.47	$	1.26
Diluted net income	1.97		1.85		2.53		1.46		1.25
Cash dividends	1.02		0.94		0.88		0.82		0.76
BALANCE SHEET DATA
Total assets	$	86,174	$	79,974	$	72,921	$	48,671	$	40,519
Long-term debt	14,736		13,656		14,041		5,059		2,781

¹  Includes the impact of the Company's acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE. Both of these transactions occurred on October 2, 2010. This information also includes the impact of the deconsolidation of certain entities, primarily bottling operations, on January 1, 2010, as a result of the Company's adoption of new accounting guidance issued by the Financial Accounting Standards Board ("FASB"). Refer to Note 1 and Note 2 of Notes to Consolidated Financial Statements.

²  Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all prior period financial information presented herein as required.

³  On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to help the reader understand The Coca-Cola Company, our operations and our present business environment. MD&A is provided as a supplement to — and should be read in conjunction with — our consolidated financial statements and the accompanying notes thereto contained in "Item 8. Financial Statements and Supplementary Data" of this report. This overview summarizes the MD&A, which includes the following sections:

• Our Business — a general description of our business and the nonalcoholic beverage segment of the commercial beverage industry, our objective, our strategic priorities, our core capabilities, and challenges and risks of our business.

• Critical Accounting Policies and Estimates — a discussion of accounting policies that require critical judgments and estimates.

• Operations Review — an analysis of our Company's consolidated results of operations for the three years presented in our consolidated financial statements. Except to the extent that differences among our operating segments are material to an understanding of our business as a whole, we present the discussion in the MD&A on a consolidated basis.

• Liquidity, Capital Resources and Financial Position — an analysis of cash flows; off-balance sheet arrangements and aggregate contractual obligations; foreign exchange; the impact of inflation and changing prices; and an overview of financial position.

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Our Business

General

The Coca-Cola Company is the world's largest beverage company. We own or license and market more than 500 nonalcoholic beverage brands, primarily sparkling beverages but also a variety of still beverages such as waters, enhanced waters, juices and juice drinks, ready-to-drink teas and coffees, and energy and sports drinks. We own and market four of the world's top five nonalcoholic sparkling beverage brands: Coca-Cola, Diet Coke, Fanta and Sprite. Finished beverage products bearing our trademarks, sold in the United States since 1886, are now sold in more than 200 countries.

We make our branded beverage products available to consumers throughout the world through our network of Company-owned or -controlled bottling and distribution operations as well as independent bottling partners, distributors, wholesalers and retailers — the world's largest beverage distribution system. Of the approximately 57 billion beverage servings of all types consumed worldwide every day, beverages bearing trademarks owned by or licensed to us account for more than 1.8 billion servings.

We believe our success depends on our ability to connect with consumers by providing them with a wide variety of choices to meet their desires, needs and lifestyle choices. Our success further depends on the ability of our people to execute effectively, every day.

Our goal is to use our Company's assets — our brands, financial strength, unrivaled distribution system, global reach, and the talent and strong commitment of our management and associates — to become more competitive and to accelerate growth in a manner that creates value for our shareowners.

Our Company markets, manufactures and sells:

• beverage concentrates, sometimes referred to as "beverage bases," and syrups, including fountain syrups (we refer to this part of our business as our "concentrate business" or "concentrate operations"); and

• finished sparkling and still beverages (we refer to this part of our business as our "finished product business" or "finished product operations").

Generally, finished product operations generate higher net operating revenues but lower gross profit margins than concentrate operations.

In our concentrate operations, we typically generate net operating revenues by selling concentrates and syrups to authorized bottling and canning operations (to which we typically refer as our "bottlers" or our "bottling partners"). Our bottling partners either combine the concentrates with sweeteners (depending on the product), still water and/or sparkling water, or combine the syrups with sparkling water to produce finished beverages. The finished beverages are packaged in authorized containers bearing our trademarks or trademarks licensed to us — such as cans and refillable and nonrefillable glass and plastic bottles — and are then sold to retailers directly or, in some cases, through wholesalers or other bottlers. Outside the United States, we also sell concentrates for fountain beverages to our bottling partners who are typically authorized to manufacture fountain syrups, which they sell to fountain retailers such as restaurants and convenience stores which use the fountain syrups to produce beverages for immediate consumption, or to fountain wholesalers who in turn sell and distribute the fountain syrups to fountain retailers.

Our finished product operations consist primarily of the production, sales and distribution operations managed by CCR and our Company-owned or -controlled bottling and distribution operations. CCR is included in our North America operating segment, and our Company-owned or -controlled bottling and distribution operations are included in our Bottling Investments operating segment. Our finished product operations generate net operating revenues by selling sparkling beverages and a variety of still beverages, such as juices and juice drinks, energy and sports drinks, ready-to-drink teas and coffees, and certain water products, to retailers or to distributors, wholesalers and bottling partners who distribute them to retailers. In addition, in the United States, we manufacture fountain syrups and sell them to fountain retailers such as restaurants and convenience stores who use the fountain syrups to produce beverages for immediate consumption or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers. In the United States, we authorize wholesalers to resell our fountain syrups through nonexclusive appointments that neither restrict us in setting the prices at which we sell fountain syrups to the wholesalers nor restrict the territories in which the wholesalers may resell in the United States.

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The following table sets forth the percentage of total net operating revenues related to concentrate operations and finished product operations:

Year Ended December 31,	2012		2011		2010
Concentrate operations1	38	%	39	%	51	%
Finished product operations2.3	62		61		49
Net operating revenues	100	%	100	%	100	%

¹  Includes concentrates sold by the Company to authorized bottling partners for the manufacture of fountain syrups. The bottlers then typically sell the fountain syrups to wholesalers or directly to fountain retailers.

²  Includes fountain syrups manufactured by the Company, including consolidated bottling operations, and sold to fountain retailers or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers.

³  Includes net operating revenues related to our acquisition of CCE's former North America business for the full year in 2012 and 2011. In 2010, the percentage includes net operating revenues from the date of the CCE acquisition on October 2, 2010.

The following table sets forth the percentage of total worldwide unit case volume related to concentrate operations and finished product operations:

Year Ended December 31,	2012		2011		2010
Concentrate operations1	70	%	70	%	76	%
Finished product operations2,3	30		30		24
Total worldwide unit case volume	100	%	100	%	100	%

¹  Includes unit case volume related to concentrates sold by the Company to authorized bottling partners for the manufacture of fountain syrups. The bottlers then typically sell the fountain syrups to wholesalers or directly to fountain retailers.

²  Includes unit case volume related to fountain syrups manufactured by the Company, including consolidated bottling operations, and sold to fountain retailers or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers.

³  Includes unit case volume related to our acquisition of CCE's former North America business for the full year in 2012 and 2011. In 2010, the percentage includes unit case volume from the date of the CCE acquisition on October 2, 2010.

Acquisition of CCE's Former North America Business and Related Transactions

Pursuant to the terms of the business separation and merger agreement entered into on February 25, 2010, as amended (the "merger agreement"), on October 2, 2010 (the "acquisition date"), we acquired CCE's former North America business, consisting of CCE's production, sales and distribution operations in the United States, Canada, the British Virgin Islands, the United States Virgin Islands and the Cayman Islands, and a substantial majority of CCE's corporate segment. We believe this acquisition will result in an evolved franchise system that will enable us to better serve the unique needs of the North American market. The creation of a unified operating system will strategically position us to better market and distribute our nonalcoholic beverage brands in North America.

Under the terms of the merger agreement, the Company acquired the 67 percent of CCE's former North America business that was not already owned by the Company for consideration that included: (1) the Company's 33 percent indirect ownership interest in CCE's European operations; (2) cash consideration; and (3) replacement awards issued to certain current and former employees of CCE's corporate operations and former North America business. At closing, CCE shareowners other than the Company exchanged their CCE common stock for common stock in a new entity, which was renamed Coca-Cola Enterprises, Inc. (which is referred to herein as "New CCE") and which continues to hold the European operations held by CCE prior to the acquisition. At closing, New CCE became 100 percent owned by shareowners that held shares of common stock of CCE immediately prior to the closing, other than the Company. As a result of this transaction, the Company does not own any interest in New CCE.

As of October 1, 2010, our Company owned 33 percent of the outstanding common stock of CCE. Based on the closing price of CCE's common stock on the last day of trading prior to the acquisition date, the fair value of our investment in CCE was $5,373 million, which reflected the fair value of our ownership in both CCE's European operations and its former North America business. We remeasured our equity interest in CCE to fair value upon the close of the transaction. As a result, we recognized a gain of $4,978 million, which was classified in the line item other income (loss) — net in our consolidated statement of income. The gain included a $137 million reclassification adjustment related to foreign currency translation gains recognized upon the disposal of our indirect investment in CCE's European operations. The Company relinquished its indirect ownership interest in CCE's European operations to New CCE as part of the consideration to acquire the 67 percent of CCE's former North America business that was not already owned by the Company.

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Although the CCE transaction was structured to be primarily cashless, under the terms of the merger agreement, we agreed to assume $8.9 billion of CCE debt. In the event the actual CCE debt on the acquisition date was less than the agreed amount, we agreed to make a cash payment to New CCE for the difference. As of the acquisition date, the debt assumed by the Company was $7.9 billion. The total cash consideration paid to New CCE as part of the transaction was $1.4 billion, which included $1.0 billion related to the debt shortfall.

In contemplation of the closing of our acquisition of CCE's former North America business, we reached an agreement with DPS to distribute certain DPS brands in territories where DPS brands had been distributed by CCE prior to the CCE transaction. Under the terms of our agreement with DPS, concurrently with the closing of the CCE transaction, we entered into license agreements with DPS to distribute Dr Pepper trademark brands in the United States, Canada Dry in the Northeastern United States, and Canada Dry and C' Plus in Canada, and we made a net one-time cash payment of $715 million to DPS. Under the license agreements, the Company agreed to meet certain performance obligations to distribute DPS products in retail and foodservice accounts and vending machines. The license agreements have initial terms of 20 years, with automatic 20-year renewal periods unless otherwise terminated under the terms of the agreements. The license agreements replaced agreements between DPS and CCE existing immediately prior to the completion of the CCE transaction. In addition, we entered into an agreement with DPS to include Dr Pepper and Diet Dr Pepper in our Coca-Cola Freestyle fountain dispensers in certain outlets throughout the United States. The Coca-Cola Freestyle agreement has a term of 20 years.

On October 2, 2010, we sold all of our ownership interests in our Norwegian and Swedish bottling operations to New CCE for $0.9 billion in cash. In addition, in connection with the acquisition of CCE's former North America business, we granted to New CCE the right to negotiate the acquisition of our majority interest in our German bottler at any time from 18 to 39 months after February 25, 2010, at the then current fair value and subject to terms and conditions as mutually agreed.

The Nonalcoholic Beverage Segment of the Commercial Beverage Industry

We operate in the highly competitive nonalcoholic beverage segment of the commercial beverage industry. We face strong competition from numerous other general and specialty beverage companies. We, along with other beverage companies, are affected by a number of factors, including, but not limited to, cost to manufacture and distribute products, consumer spending, economic conditions, availability and quality of water, consumer preferences, inflation, political climate, local and national laws and regulations, foreign currency exchange fluctuations, fuel prices and weather patterns.

Our Objective

Our objective is to use our formidable assets — our brands, financial strength, unrivaled distribution system, global reach, and the talent and strong commitment of our management and associates — to achieve long-term sustainable growth. Our vision for sustainable growth includes the following:

• People: Being a great place to work where people are inspired to be the best they can be.

• Portfolio: Bringing to the world a portfolio of beverage brands that anticipates and satisfies people's desires and needs.

• Partners: Nurturing a winning network of partners and building mutual loyalty.

• Planet: Being a responsible global citizen that makes a difference.

• Profit: Maximizing return to shareowners while being mindful of our overall responsibilities.

• Productivity: Managing our people, time and money for greatest effectiveness.

Strategic Priorities

We have four strategic priorities designed to create long-term sustainable growth for our Company and the Coca-Cola system and value for our shareowners. These strategic priorities are driving global beverage leadership; accelerating innovation; leveraging our balanced geographic portfolio; and leading the Coca-Cola system for growth. To enable the entire Coca-Cola system so that we can deliver on these strategic priorities, we must further enhance our core capabilities of consumer marketing; commercial leadership; franchise leadership; and bottling and distribution operations.

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Core Capabilities

Consumer Marketing

Marketing investments are designed to enhance consumer awareness of, and increase consumer preference for, our brands. This produces long-term growth in unit case volume, per capita consumption and our share of worldwide nonalcoholic beverage sales. Through our relationships with our bottling partners and those who sell our products in the marketplace, we create and implement integrated marketing programs, both globally and locally, that are designed to heighten consumer awareness of and product appeal for our brands. In developing a strategy for a Company brand, we conduct product and packaging research, establish brand positioning, develop precise consumer communications and solicit consumer feedback. Our integrated marketing activities include, but are not limited to, advertising, point-of-sale merchandising and sales promotions.

We have disciplined marketing strategies that focus on driving volume in emerging markets, increasing our brand value in developing markets and growing profit in our developed markets. In emerging markets, we are investing in infrastructure programs that drive volume through increased access to consumers. In developing markets, where consumer access has largely been established, our focus is on differentiating our brands. In our developed markets, we continue to invest in brands and infrastructure programs, but at a slower rate than revenue growth.

We are focused on affordability and ensuring we are communicating the appropriate message based on the current economic environment.

Commercial Leadership

The Coca-Cola system has millions of customers around the world who sell or serve our products directly to consumers. We focus on enhancing value for our customers and providing solutions to grow their beverage businesses. Our approach includes understanding each customer's business and needs — whether that customer is a sophisticated retailer in a developed market or a kiosk owner in an emerging market. We focus on ensuring that our customers have the right product and package offerings and the right promotional tools to deliver enhanced value to themselves and the Company. We are constantly looking to build new beverage consumption occasions in our customers' outlets through unique and innovative consumer experiences, product availability and delivery systems, and beverage merchandising and displays. We participate in joint brand-building initiatives with our customers in order to drive customer preference for our brands. Through our commercial leadership initiatives, we embed ourselves further into our retail customers' businesses while developing strategies for better execution at the point of sale.

Franchise Leadership

We must continue to improve our franchise leadership capabilities to give our Company and our bottling partners the ability to grow together through shared values, aligned incentives and a sense of urgency and flexibility that supports consumers' always changing needs and tastes. The financial health and success of our bottling partners are critical components of the Company's success. We work with our bottling partners to identify system requirements that enable us to quickly achieve scale and efficiencies, and we share best practices throughout the bottling system. Our system leadership allows us to leverage recent acquisitions to expand our volume base and enhance margins. With our bottling partners, we work to produce differentiated beverages and packages that are appropriate for the right channels and consumers. We also design business models for sparkling and still beverages in specific markets to ensure that we appropriately share the value created by these beverages with our bottling partners. We will continue to build a supply chain network that leverages the size and scale of the Coca-Cola system to gain a competitive advantage.

Bottling and Distribution Operations

Most of our Company beverage products are manufactured, sold and distributed by independent bottling partners. However, over the past several years the amount of Company beverage products that are manufactured, sold and distributed by consolidated bottling and distribution operations has increased. We often acquire bottlers in underperforming markets where we believe we can use our resources and expertise to improve performance. Owning such a controlling interest enables us to compensate for limited local resources; help focus the bottler's sales and marketing programs; assist in the development of the bottler's business and information systems; and establish an appropriate capital structure for the bottler.

Our Company has a long history of providing world-class customer service, demonstrating leadership in the marketplace and leveraging the talent of our global workforce. In addition, we have an experienced bottler management team. All of these factors are critical to build upon as we manage our growing bottling and distribution operations.

The Company has a deep commitment to continuously improving our business. This includes our efforts to develop innovative packaging and merchandising solutions which help drive demand for our beverages and meet the growing needs of our consumers. As we further transform the way we go to market, the Company continues to seek out ways to be more efficient.

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Challenges and Risks

Being global provides unique opportunities for our Company. Challenges and risks accompany those opportunities. Our management has identified certain challenges and risks that demand the attention of the nonalcoholic beverage segment of the commercial beverage industry and our Company. Of these, five key challenges and risks are discussed below.

Obesity and Inactive Lifestyles

Increasing concern among consumers, public health professionals and government agencies of the potential health problems associated with obesity and inactive lifestyles represents a significant challenge to our industry. We recognize that obesity is a complex public health problem and are committed to being a part of the solution. This commitment is reflected through our broad portfolio, with a beverage to suit every caloric and hydration need.

All of our beverages can be consumed as part of a balanced diet. Consumers who want to reduce the calories they consume from beverages can choose from our continuously expanding portfolio of more than 800 low- and no-calorie beverages, nearly 25 percent of our global portfolio, as well as our regular beverages in smaller portion sizes. We believe in the importance and power of “informed choice,” and we continue to support the fact-based nutrition labeling and education initiatives that encourage people to live active, healthy lifestyles. Our commitment also includes creating and adhering to responsible policies in schools and in the marketplace; supporting programs to encourage physical activity and promote nutrition education; and continuously meeting changing consumer needs through beverage innovation, choice and variety. We recognize the health of our business is interwoven with the well-being of our consumers, our employees and the communities we serve, and we are working in cooperation with governments, educators and consumers.

Water Quality and Quantity

Water quality and quantity is an issue that increasingly requires our Company's attention and collaboration with other companies, suppliers, governments, nongovernmental organizations and communities where we operate. Water is the main ingredient in substantially all of our products and is needed to produce the agricultural ingredients on which our business relies. It also is critical to the prosperity of the communities we serve. Today, water is a limited natural resource facing unprecedented challenges from overexploitation, flourishing food demand, increasing pollution, poor management and the effects of climate change.

Our Company has a robust water stewardship and management program and continues to work to improve water use efficiency, treat wastewater prior to discharge and to achieve our goal of replenishing the water that we and our bottling partners source and use in our finished products. We regularly assess the specific water-related risks that we and many of our bottling partners face and have implemented a formal water risk management program. We are actively collaborating with other companies, governments, nongovernmental organizations and communities to advocate for needed water policy reforms and action to protect water availability and quality around the world. We are working with our global partners to develop sustainability-related water projects. We are encouraging improved water efficiency and conservation efforts throughout our system. Through these integrated programs, we believe that our Company is in an excellent position to leverage the water-related knowledge we have developed in the communities we serve — through source water availability assessments, water resource management, water treatment, wastewater treatment systems, and models for working with communities and partners in addressing water and sanitation needs. As demand for water continues to increase around the world, we expect commitment and continued action on our part will be crucial to the successful long-term stewardship of this critical natural resource.

Evolving Consumer Preferences

Consumers want more choices. We are impacted by shifting consumer demographics and needs, on-the-go lifestyles, aging populations in developed markets and consumers who are empowered with more information than ever. We are committed to generating new avenues for growth through our core brands with a focus on diet and light products, innovative packaging, and ingredient and packaging material education efforts. We are also committed to continuing to expand the variety of choices we provide to consumers to meet their needs, desires and lifestyle choices.

Increased Competition and Capabilities in the Marketplace

Our Company is facing strong competition from some well-established global companies and many local participants. We must continue to strengthen our capabilities in marketing and innovation in order to maintain our brand loyalty and market share while we selectively expand into other profitable segments of the nonalcoholic beverage segment of the commercial beverage industry.

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Food Security

Increased demand for commodities and decreased agricultural productivity in certain regions of the world as a result of changing weather patterns may limit availability or increase the cost of key agricultural commodities, such as sugarcane, corn, beets, citrus, coffee and tea, which are important sources of ingredients for our products, and could impact the food security of communities around the world. We are committed to implementing programs focused on economic opportunity and environmental sustainability designed to help address these agricultural challenges. Through joint efforts with farmers, communities, bottlers, suppliers and key partners, as well as our increased and continued investment in sustainable agriculture, we can together help make a strategic impact on food security.

All of these challenges and risks — obesity and inactive lifestyles, water quality and quantity, evolving consumer preferences, increased competition and capabilities in the marketplace, and food security — have the potential to have a material adverse effect on the nonalcoholic beverage segment of the commercial beverage industry and on our Company; however, we believe our Company is well positioned to appropriately address these challenges and risks.

See also ''Item 1A. Risk Factors'' in Part I of this report for additional information about risks and uncertainties facing our Company.

Critical Accounting Policies and Estimates

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require management to make estimates, judgments and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. We believe our most critical accounting policies and estimates relate to the following:

• Principles of Consolidation

• Purchase Accounting for Acquisitions

• Recoverability of Noncurrent Assets

• Pension Plan Valuations

• Revenue Recognition

• Income Taxes

Management has discussed the development, selection and disclosure of critical accounting policies and estimates with the Audit Committee of the Company's Board of Directors. While our estimates and assumptions are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. For a discussion of the Company's significant accounting policies, refer to Note 1 of Notes to Consolidated Financial Statements.

Principles of Consolidation

Our Company consolidates all entities that we control by ownership of a majority voting interest as well as VIEs for which our Company is the primary beneficiary. Generally, we consolidate only business enterprises that we control by ownership of a majority voting interest. However, there are situations in which consolidation is required even though the usual condition of consolidation (ownership of a majority voting interest) does not apply. Generally, this occurs when an entity holds an interest in another business enterprise that was achieved through arrangements that do not involve voting interests, which results in a disproportionate relationship between such entity's voting interests in, and its exposure to the economic risks and potential rewards of, the other business enterprise. This disproportionate relationship results in what is known as a variable interest, and the entity in which we have the variable interest is referred to as a "VIE." An enterprise must consolidate a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.

Our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were not determined to be the primary beneficiary. Our variable interests in these VIEs primarily relate to profit guarantees or subordinated financial support. Refer to Note 11 of Notes to Consolidated Financial Statements. Although these financial arrangements resulted in us holding variable interests in these entities, they did not empower us to direct the activities of the VIEs that most significantly impact the VIEs' economic performance. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $1,776 million and $1,183 million as of December 31, 2012 and 2011, respectively,

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representing our maximum exposures to loss. The Company's investments, plus any loans and guarantees, related to these VIEs were not significant to the Company's consolidated financial statements.

In addition, our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were determined to be the primary beneficiary. As a result, we have consolidated these entities. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $234 million and $199 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The assets and liabilities of VIEs for which we are the primary beneficiary were not significant to the Company's consolidated financial statements.

Creditors of our VIEs do not have recourse against the general credit of the Company, regardless of whether they are accounted for as consolidated entities.

Purchase Accounting for Acquisitions

The Company applies the acquisition method of accounting in a business combination. In general, this methodology requires companies to record assets acquired and liabilities assumed at their respective fair market values at the date of acquisition. We estimate fair value using the exit price approach, which is defined as the price that would be received if we sold an asset or paid to transfer a liability in an orderly market. The value of an exit price is determined from the viewpoint of all market participants as a whole and may result in the Company valuing assets at a fair value that is not reflective of our intended use of the assets. Any amount of the purchase price paid that is in excess of the estimated fair values of net assets acquired is recorded in the line item goodwill in our consolidated balance sheets. Management's judgment is used to determine the estimated fair values assigned to assets acquired and liabilities assumed, as well as asset lives for property, plant and equipment and amortization periods for intangible assets, and can materially affect the Company's results of operations.

Transaction costs, as well as costs to reorganize acquired companies, are expensed as incurred in the Company's consolidated statements of income.

On October 2, 2010, the Company acquired CCE's former North America business and recorded total assets of $22.2 billion as of the acquisition date. The assets we acquired included a material amount of intangible assets that were subject to the significant estimates described above. During our purchase accounting measurement period, which concluded during the third quarter of 2011, the Company made adjustments to certain amounts that resulted in a final balance of $22.0 billion of total assets being recorded in our consolidated balance sheets related to the CCE acquisition. Refer to the heading "Recoverability of Noncurrent Assets" below and Note 2 of Notes to Consolidated Financial Statements for further information related to this acquisition.

Recoverability of Noncurrent Assets

We perform recoverability and impairment tests of noncurrent assets in accordance with accounting principles generally accepted in the United States. For certain assets, recoverability and/or impairment tests are required only when conditions exist that indicate the carrying value may not be recoverable. For other assets, impairment tests are required at least annually, or more frequently, if events or circumstances indicate that an asset may be impaired.

Our equity method investees also perform such recoverability and/or impairment tests. If an impairment charge is recorded by one of our equity method investees, the Company records its proportionate share of such charge as a reduction of equity income (loss) — net in our consolidated statements of income. However, the actual amount we record with respect to our proportionate share of such charges may be impacted by items such as basis differences, deferred taxes and deferred gains.

Management's assessments of the recoverability and impairment tests of noncurrent assets involve critical accounting estimates. These estimates require significant management judgment, include inherent uncertainties and are often interdependent; therefore, they do not change in isolation. Factors that management must estimate include, among others, the economic life of the asset, sales volume, pricing, cost of raw materials, delivery costs, inflation, cost of capital, marketing spending, foreign currency exchange rates, tax rates, capital spending and proceeds from the sale of assets. These factors are even more difficult to predict when global financial markets are highly volatile. The estimates we use when assessing the recoverability of noncurrent assets are consistent with those we use in our internal planning. When performing impairment tests, we estimate the fair values of the assets using management's best assumptions, which we believe would be consistent with what a hypothetical marketplace participant would use. Estimates and assumptions used in these tests are evaluated and updated as appropriate. The variability of these factors depends on a number of conditions, including uncertainty about future events, and thus our accounting estimates may change from period to period. If other assumptions and estimates had been used when these tests were performed, impairment charges could have resulted. As mentioned above, these factors do not change in isolation and, therefore, we do not believe it is practicable or meaningful to present the impact of changing a single factor. Furthermore, if management uses different assumptions or if different conditions occur in future periods, future impairment charges could result. Refer to the heading "Operations Review" below for additional information related to our present business environment.

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Certain factors discussed above are impacted by our current business environment and are discussed throughout this report, as appropriate.

Our Company faces many uncertainties and risks related to various economic, political and regulatory environments in the countries in which we operate, particularly in developing or emerging markets. Refer to the heading "Our Business — Challenges and Risks" above and "Item 1A. Risk Factors" in Part I of this report. As a result, management must make numerous assumptions which involve a significant amount of judgment when completing recoverability and impairment tests of noncurrent assets in various regions around the world.

Investments in Equity and Debt Securities

The carrying values of our investments in equity securities are determined using the equity method, the cost method or the fair value method. We account for investments in companies that we do not control or account for under the equity method either at fair value or under the cost method, as applicable. Investments in equity securities are carried at fair value, if the fair value of the security is readily determinable. Equity investments carried at fair value are classified as either trading or available-for-sale securities. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in net income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of accumulated other comprehensive income (loss) ("AOCI"). Trading securities are reported as either marketable securities or other assets in our consolidated balance sheets. Securities classified as available-for-sale are reported as either marketable securities or other investments in our consolidated balance sheets, depending on the length of time we intend to hold the investment. Investments in equity securities that do not qualify for fair value accounting are accounted for under the cost method. In accordance with the cost method, our initial investment is recorded at cost and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets.

Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale.

The following table presents the carrying values of our investments in equity and debt securities (in millions):

December 31, 2012	Carrying Value		Percentage of Total Assets
Equity method investments	$	9,216	11	%
Securities classified as available-for-sale	4,593		5
Securities classified as trading	266		*
Cost method investments	145		*
Total	$	14,220	17	%

^*  Accounts for less than 1 percent of the Company's total assets.

Investments classified as trading securities are not assessed for impairment, since they are carried at fair value with the change in fair value included in net income. We review our investments in equity and debt securities that are accounted for using the equity method or cost method or that are classified as available-for-sale or held-to-maturity each reporting period to determine whether a significant event or change in circumstances has occurred that may have an adverse effect on the fair value of each investment. When such events or changes occur, we evaluate the fair value compared to our cost basis in the investment. We also perform this evaluation every reporting period for each investment for which our cost basis has exceeded the fair value in the prior period. The fair values of most of our Company's investments in publicly traded companies are often readily available based on quoted market prices. For investments in nonpublicly traded companies, management's assessment of fair value is based on valuation methodologies including discounted cash flows, estimates of sales proceeds and appraisals, as appropriate. We consider the assumptions that we believe hypothetical marketplace participants would use in evaluating estimated future cash flows when employing the discounted cash flow or estimates of sales proceeds valuation methodologies. The ability to accurately predict future cash flows, especially in developing and emerging markets, may impact the determination of fair value.

In the event the fair value of an investment declines below our cost basis, management is required to determine if the decline in fair value is other than temporary. If management determines the decline is other than temporary, an impairment charge is recorded. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis, the financial condition and near-term prospects

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of the issuer, and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value.

In 2012, the Company recognized impairment charges of $16 million as a result of the other-than-temporary decline in the fair values of certain cost method investments. These impairment charges were recorded in the line item other income (loss) — net in our consolidated statement of income and impacted the Corporate operating segment. Refer to the heading "Operations Review — Other Income (Loss) — Net" below as well as Note 16 and Note 17 of Notes to Consolidated Financial Statements.

In 2011, the Company recognized impairment charges of $17 million as a result of the other-than-temporary decline in the fair values of certain available-for-sale securities. In addition, the Company recognized charges of $41 million during 2011 related to the impairment of an investment in an entity accounted for under the equity method of accounting. These impairment charges were recorded in the line item other income (loss) — net in our consolidated statement of income and impacted the Corporate operating segment. Refer to the heading "Operations Review — Other Income (Loss) — Net" below as well as Note 16 and Note 17 of Notes to Consolidated Financial Statements.

In 2010, the Company recognized impairment charges of $41 million as a result of the other-than-temporary decline in the fair values of certain available-for-sale securities and an equity method investment. These impairment charges were recorded in the line item other income (loss) — net in our consolidated statement of income and impacted the Bottling Investments and Corporate operating segments. Refer to the heading "Operations Review — Other Income (Loss) — Net" below as well as Note 16 and Note 17 of Notes to Consolidated Financial Statements.

The following table presents the difference between calculated fair values, based on quoted closing prices of publicly traded shares, and our Company's cost basis in publicly traded bottlers accounted for as equity method investments (in millions):

December 31, 2012	Fair Value		Carrying Value		Difference
Coca-Cola FEMSA, S.A.B. de C.V.	$	8,601	$	2,074	$	6,527
Coca-Cola Amatil Limited	3,133		1,125		2,008
Coca-Cola Hellenic Bottling Company S.A.	1,865		1,368		497
Coca-Cola İçecek A.Ş.	1,055		215		840
Embotelladora Andina S.A.	787		389		398
Coca-Cola Central Japan Co., Ltd.	188		176		12
Coca-Cola Bottling Co. Consolidated	165		84		81
Mikuni Coca-Cola Bottling Co., Ltd.	106		105		1
Total	$	15,900	$	5,536	$	10,364

Other Assets

Our Company invests in infrastructure programs with our bottlers that are directed at strengthening our bottling system and increasing unit case volume. Additionally, our Company advances payments to certain customers to fund future marketing activities intended to generate profitable volume and expenses such payments over the periods benefited. Advance payments are also made to certain customers for distribution rights. Payments under these programs are generally capitalized and reported in the line items prepaid expenses and other assets or other assets, as appropriate, in our consolidated balance sheets. When facts and circumstances indicate that the carrying value of these assets (or asset groups) may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of sales volume and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value.

As a result of our acquisition of CCE's former North America business, the Company recorded charges of $266 million related to preexisting relationships during the year ended December 31, 2010. These charges were primarily related to the write-off of our investment in infrastructure programs with CCE. Our investment in these infrastructure programs with CCE did not meet the criteria to be recognized as an asset subsequent to the acquisition. Refer to Note 2 and Note 6 of Notes to Consolidated Financial Statements.

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Property, Plant and Equipment

As of December 31, 2012, the carrying value of our property, plant and equipment, net of depreciation, was $14,476 million, or 17 percent of our total assets. Certain events or changes in circumstances may indicate that the recoverability of the carrying amount or remaining useful life of property, plant and equipment should be assessed, including, among others, the manner or length of time in which the Company intends to use the asset, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present and an impairment review is performed, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. We use a variety of methodologies to determine the fair value of property, plant and equipment, including appraisals and discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use.

Goodwill, Trademarks and Other Intangible Assets

Intangible assets are classified into one of three categories: (1) intangible assets with definite lives subject to amortization, (2) intangible assets with indefinite lives not subject to amortization and (3) goodwill. For intangible assets with definite lives, tests for impairment must be performed if conditions exist that indicate the carrying value may not be recoverable. For intangible assets with indefinite lives and goodwill, tests for impairment must be performed at least annually or more frequently if events or circumstances indicate that assets might be impaired. The following table presents the carrying values of intangible assets included in our consolidated balance sheet (in millions):

December 31, 2012	Carrying Value		Percentage of Total Assets
Goodwill	$	12,255	14	%
Bottlers' franchise rights with indefinite lives	7,405		9
Trademarks with indefinite lives	6,527		8
Definite-lived intangible assets, net	1,039		1
Other intangible assets not subject to amortization	111		*
Total	$	27,337	32	%

^*  Accounts for less than 1 percent of the Company's total assets.

When facts and circumstances indicate that the carrying value of definite-lived intangible assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of sales volume and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount of the asset (or asset group), we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. We use a variety of methodologies to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use.

We test intangible assets determined to have indefinite useful lives, including trademarks, franchise rights and goodwill, for impairment annually, or more frequently if events or circumstances indicate that assets might be impaired. Our Company performs these annual impairment reviews as of the first day of our third fiscal quarter. We use a variety of methodologies in conducting impairment assessments of indefinite-lived intangible assets, including, but not limited to, discounted cash flow models, which are based on the assumptions we believe hypothetical marketplace participants would use. For indefinite-lived intangible assets, other than goodwill, if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess.

The Company has the option to perform a qualitative assessment of indefinite-lived intangible assets, other than goodwill, prior to completing the impairment test described above. The Company must assess whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that this is the case, it must perform the testing described above. Otherwise, the Company does not need to perform any further assessment. During 2012, the Company only performed qualitative assessments on less than 10 percent of our indefinite-lived intangible assets balance.

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We perform impairment tests of goodwill at our reporting unit level, which is one level below our operating segments. Our operating segments are primarily based on geographic responsibility, which is consistent with the way management runs our business. Our operating segments are subdivided into smaller geographic regions or territories that we sometimes refer to as "business units." These business units are also our reporting units. The Bottling Investments operating segment includes all Company-owned or consolidated bottling operations, regardless of geographic location, except for bottling operations managed by CCR, which are included in our North America operating segment. Generally, each Company-owned or consolidated bottling operation within our Bottling Investments operating segment is its own reporting unit. Goodwill is assigned to the reporting unit or units that benefit from the synergies arising from each business combination.

The goodwill impairment test consists of a two-step process, if necessary. The first step is to compare the fair value of a reporting unit to its carrying value, including goodwill. We typically use discounted cash flow models to determine the fair value of a reporting unit. The assumptions used in these models are consistent with those we believe hypothetical marketplace participants would use. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment test must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit's goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill.

The Company has the option to perform a qualitative assessment of goodwill prior to completing the two-step process described above to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill and other intangible assets. If the Company concludes that this is the case, it must perform the two-step process. Otherwise, the Company will forego the two-step process and does not need to perform any further testing. During 2012, the Company only performed qualitative assessments on less than 10 percent of our consolidated goodwill balance.

Intangible assets acquired in recent transactions are naturally more susceptible to impairment, primarily due to the fact that they are recorded at fair value based on recent operating plans and macroeconomic conditions present at the time of acquisition. Consequently, if operating results and/or macroeconomic conditions deteriorate shortly after an acquisition, it could result in the impairment of the acquired assets. A deterioration of macroeconomic conditions may not only negatively impact the estimated operating cash flows used in our cash flow models, but may also negatively impact other assumptions used in our analyses, including, but not limited to, the estimated cost of capital and/or discount rates. Additionally, as discussed above, in accordance with accounting principles generally accepted in the United States, we are required to ensure that assumptions used to determine fair value in our analyses are consistent with the assumptions a hypothetical marketplace participant would use. As a result, the cost of capital and/or discount rates used in our analyses may increase or decrease based on market conditions and trends, regardless of whether our Company's actual cost of capital has changed. Therefore, if the cost of capital and/or discount rates change, our Company may recognize an impairment of an intangible asset in spite of realizing actual cash flows that are approximately equal to, or greater than, our previously forecasted amounts.

As of our most recent annual impairment review, the Company had no significant impairments of its intangible assets, individually or in the aggregate. In addition, as of December 31, 2012, we did not have any reporting unit with a material amount of goodwill for which it is reasonably likely that it will fail step one of a goodwill impairment test in the near term. However, if macroeconomic conditions worsen, it is possible that we may experience significant impairments of some of our intangible assets, which would require us to recognize impairment charges. Management will continue to monitor the fair value of our intangible assets in future periods.

We acquired CCE's former North America business on October 2, 2010, which resulted in the Company recording $14,327 million of intangible assets, including goodwill. Refer to Note 2 of Notes to Consolidated Financial Statements. The acquired intangible assets included $5,850 million of bottler franchise rights, which consisted of $5,200 million of franchise rights with indefinite lives and $650 million of franchise rights with definite lives. The franchise rights with indefinite lives represent franchise rights that had previously provided CCE with exclusive and perpetual rights to manufacture and/or distribute certain beverages in specified territories. The franchise rights with definite lives relate to franchise rights that had previously provided CCE with exclusive rights to manufacture and/or distribute certain beverages in specified territories for a finite period of time and, therefore, have been classified as definite-lived intangible assets.

The Company recorded $8,050 million of goodwill in connection with this acquisition that was assigned to the North America operating segment, of which $170 million has been, and will continue to be, amortized for tax purposes. This goodwill is primarily related to synergistic value created from having a unified operating system that will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

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Pension Plan Valuations

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates and participate in multi-employer pension plans in the United States. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States.

Management is required to make certain critical estimates related to actuarial assumptions used to determine our pension expense and related obligation. We believe the most critical assumptions are related to (1) the discount rate used to determine the present value of the liabilities and (2) the expected long-term rate of return on plan assets. All of our actuarial assumptions are reviewed annually. Changes in these assumptions could have a material impact on the measurement of our pension expense and related obligation.

At each measurement date, we determine the discount rate by reference to rates of high-quality, long-term corporate bonds that mature in a pattern similar to the future payments we anticipate making under the plans. As of December 31, 2012 and 2011, the weighted-average discount rate used to compute our benefit obligation was 4.00 percent and 4.75 percent, respectively.

The expected long-term rate of return on plan assets is based upon the long-term outlook of our investment strategy as well as our historical returns and volatilities for each asset class. We also review current levels of interest rates and inflation to assess the reasonableness of our long-term rates. Our pension plan investment objective is to ensure all of our plans have sufficient funds to meet their benefit obligations when they become due. As a result, the Company periodically revises asset allocations, where appropriate, to improve returns and manage risk. The weighted-average expected long-term rate of return used to calculate our net periodic benefit cost was 8.25 percent in 2012 and 2011.

In 2012, the Company's total pension expense related to defined benefit plans was $251 million. In 2013, we expect our total pension expense to be approximately $191 million. The anticipated decrease is primarily due to approximately $640 million of contributions the Company expects to make to various plans in 2013 as well as the impact of favorable returns on plan assets in 2012. The favorable impact of these items will be partially offset by the unfavorable impact of a decrease in the weighted-average discount rate used to calculate the Company's benefit obligation. The estimated impact of an additional 50-basis-point decrease in the discount rate on our 2013 pension expense is an increase to our pension expense of approximately $47 million. Additionally, the estimated impact of a 50-basis-point decrease in the expected long-term rate of return on plan assets on our 2013 pension expense is an increase to our pension expense of approximately $29 million.

The sensitivity information provided above is based only on changes to the actuarial assumptions used for our U.S. pension plans. As of December 31, 2012, the Company's primary U.S. plan represented 59 percent and 64 percent of the Company's consolidated projected pension benefit obligation and pension assets, respectively. Refer to Note 13 of Notes to Consolidated Financial Statements for additional information about our pension plans and related actuarial assumptions.

Revenue Recognition

We recognize revenue when persuasive evidence of an arrangement exists, delivery of products has occurred, the sales price is fixed or determinable, and collectibility is reasonably assured. For our Company, this generally means that we recognize revenue when title to our products is transferred to our bottling partners, resellers or other customers. Title usually transfers upon shipment to or receipt at our customers' locations, as determined by the specific sales terms of each transaction. Our sales terms do not allow for a right of return except for matters related to any manufacturing defects on our part.

Our customers can earn certain incentives which are included in deductions from revenue, a component of net operating revenues in our consolidated statements of income. These incentives include, but are not limited to, cash discounts, funds for promotional and marketing activities, volume-based incentive programs and support for infrastructure programs. Refer to Note 1 of Notes to Consolidated Financial Statements. The aggregate deductions from revenue recorded by the Company in relation to these programs, including amortization expense on infrastructure programs, were $6.1 billion, $5.8 billion and $5.0 billion in 2012, 2011 and 2010, respectively. In preparing the financial statements, management must make estimates related to the contractual terms, customer performance and sales volume to determine the total amounts recorded as deductions from revenue. Management also considers past results in making such estimates. The actual amounts ultimately paid may be different from our estimates. Such differences are recorded once they have been determined and have historically not been significant.

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Income Taxes

Our annual tax rate is based on our income, statutory tax rates and tax planning opportunities available to us in the various jurisdictions in which we operate. Significant judgment is required in determining our annual tax expense and in evaluating our tax positions. We establish reserves to remove some or all of the tax benefit of any of our tax positions at the time we determine that the positions become uncertain based upon one of the following: (1) the tax position is not "more likely than not" to be sustained, (2) the tax position is "more likely than not" to be sustained, but for a lesser amount, or (3) the tax position is "more likely than not" to be sustained, but not in the financial period in which the tax position was originally taken. For purposes of evaluating whether or not a tax position is uncertain, (1) we presume the tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information, (2) the technical merits of a tax position are derived from authorities such as legislation and statutes, legislative intent, regulations, rulings and case law and their applicability to the facts and circumstances of the tax position, and (3) each tax position is evaluated without considerations of the possibility of offset or aggregation with other tax positions taken. We adjust these reserves, including any impact on the related interest and penalties, in light of changing facts and circumstances, such as the progress of a tax audit. Refer to the heading "Operations Review — Income Taxes" below and Note 14 of Notes to Consolidated Financial Statements.

A number of years may elapse before a particular matter for which we have established a reserve is audited and finally resolved. The number of years with open tax audits varies depending on the tax jurisdiction. The tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears under any one of the following conditions: (1) the tax position is "more likely than not" to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. Settlement of any particular issue would usually require the use of cash.

Tax law requires items to be included in the tax return at different times than when these items are reflected in the consolidated financial statements. As a result, the annual tax rate reflected in our consolidated financial statements is different from that reported in our tax return (our cash tax rate). Some of these differences are permanent, such as expenses that are not deductible in our tax return, and some differences reverse over time, such as depreciation expense. These timing differences create deferred tax assets and liabilities. Deferred tax assets and liabilities are determined based on temporary differences between the financial reporting and tax bases of assets and liabilities. The tax rates used to determine deferred tax assets or liabilities are the enacted tax rates in effect for the year and manner in which the differences are expected to reverse. Based on the evaluation of all available information, the Company recognizes future tax benefits, such as net operating loss carryforwards, to the extent that realizing these benefits is considered more likely than not.

We evaluate our ability to realize the tax benefits associated with deferred tax assets by analyzing our forecasted taxable income using both historical and projected future operating results; the reversal of existing taxable temporary differences; taxable income in prior carryback years (if permitted); and the availability of tax planning strategies. A valuation allowance is required to be established unless management determines that it is more likely than not that the Company will ultimately realize the tax benefit associated with a deferred tax asset. As of December 31, 2012, the Company's valuation allowances on deferred tax assets were $487 million and primarily related to uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards generated in various jurisdictions. Current evidence does not suggest we will realize sufficient taxable income of the appropriate character within the carryforward period to allow us to realize these deferred tax benefits. If we were to identify and implement tax planning strategies to recover these deferred tax assets or generate sufficient income of the appropriate character in these jurisdictions in the future, it could lead to the reversal of these valuation allowances and a reduction of income tax expense. The Company believes it will generate sufficient future taxable income to realize the tax benefits related to the remaining net deferred tax assets in our consolidated balance sheets.

The Company does not record a U.S. deferred tax liability for the excess of the book basis over the tax basis of its investments in foreign corporations to the extent that the basis difference results from earnings that meet the indefinite reversal criteria. These criteria are met if the foreign subsidiary has invested, or will invest, the undistributed earnings indefinitely. The decision as to the amount of undistributed earnings that the Company intends to maintain in non-U.S. subsidiaries takes into account items including, but not limited to, forecasts and budgets of financial needs of cash for working capital, liquidity plans, capital improvement programs, merger and acquisition plans, and planned loans to other non-U.S. subsidiaries. The Company also evaluates its expected cash requirements in the United States. Other factors that can influence that determination are local restrictions on remittances (for example, in some countries a central bank application and approval are required in order for the Company's local country subsidiary to pay a dividend), economic stability and asset risk. As of December 31, 2012, undistributed earnings of the Company's foreign subsidiaries that met the indefinite reversal criteria amounted to $26.9 billion. Refer to Note 14 of Notes to Consolidated Financial Statements.

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The Company's effective tax rate is expected to be approximately 24.0 percent in 2013. This estimated tax rate does not reflect the impact of any unusual or special items that may affect our tax rate in 2013.

Recent Accounting Standards and Pronouncements

Refer to Note 1 of Notes to Consolidated Financial Statements for a discussion of recent accounting standards and pronouncements.

Operations Review

Our organizational structure as of December 31, 2012, consisted of the following operating segments, the first six of which are sometimes referred to as "operating groups" or "groups": Eurasia and Africa; Europe; Latin America; North America; Pacific; Bottling Investments; and Corporate. For further information regarding our operating segments, refer to Note 19 of Notes to Consolidated Financial Statements.

Structural Changes, Acquired Brands and New License Agreements

In order to continually improve upon the Company's operating performance, from time to time, we engage in buying and selling ownership interests in bottling partners and other manufacturing operations. In addition, we also acquire brands or enter into license agreements for certain brands to supplement our beverage offerings. These items impact our operating results and certain key metrics used by management in assessing the Company's performance.

Unit case volume growth is a key metric used by management to evaluate the Company's performance because it measures demand for our products at the consumer level. The Company's unit case volume represents the number of unit cases (or unit case equivalents) of Company beverage products directly or indirectly sold by the Company and its bottling partners to customers and, therefore, reflects unit case volume for consolidated and unconsolidated bottlers. Refer to the heading "Beverage Volume" below.

Concentrate sales volume represents the amount of concentrates and syrups (in all cases expressed in equivalent unit cases) sold by, or used in finished products sold by, the Company to its bottling partners or other customers. Refer to the heading "Beverage Volume" below.

Our Bottling Investments operating segment and our other finished product operations, including the finished product operations in our North America operating segment, typically generate net operating revenues by selling sparkling beverages and a variety of still beverages, such as juices and juice drinks, energy and sports drinks, ready-to-drink teas and coffees, and certain water products, to retailers or to distributors, wholesalers and bottling partners who distribute them to retailers. In addition, in the United States, we manufacture fountain syrups and sell them to fountain retailers such as restaurants and convenience stores who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers. For these consolidated finished product operations, we recognize the associated concentrate sales volume at the time the unit case or unit case equivalent is sold to the customer. Our concentrate operations typically generate net operating revenues by selling concentrates and syrups to authorized bottling and canning operations. For these concentrate operations, we recognize concentrate revenue and concentrate sales volume when we sell concentrate to the authorized unconsolidated bottling and canning operations, and we typically report unit case volume when finished products manufactured from the concentrates and syrups are sold to the customer. When we analyze our net operating revenues we generally consider the following four factors: (1) volume growth (unit case volume or concentrate sales volume, as appropriate), (2) structural changes, (3) changes in price, product and geographic mix and (4) foreign currency fluctuations. Refer to the heading "Net Operating Revenues" below.

"Structural changes" generally refers to acquisitions or dispositions of bottling, distribution or canning operations and consolidation or deconsolidation of bottling and distribution entities for accounting purposes. Typically, structural changes do not impact the Company's unit case volume on a consolidated basis or at the geographic operating segment level. We recognize unit case volume for all sales of Company beverage products regardless of our ownership interest in the bottling partner, if any. However, the unit case volume reported by our Bottling Investments operating segment is generally impacted by structural changes because it only includes the unit case volume of our consolidated bottling operations.

The Company acquired Great Plains Coca-Cola Bottling Company ("Great Plains") in December 2011, bottling operations in Vietnam and Cambodia in February 2012, and bottling operations in Guatemala in June 2012. Accordingly, the impact to net operating revenues related to these acquisitions was included as a structural change in our analysis of changes to net operating revenues. Refer to the heading "Net Operating Revenues" below.

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In January 2012, the Company announced that BPW, our joint venture with Nestlé in the ready-to-drink tea category, will focus its geographic scope primarily on Europe and Canada. The joint venture was phased out in all other territories by the end of 2012, and the Company's agreement to distribute products in the United States under a sublicense from a subsidiary of Nestlé terminated at the end of 2012. The impact to net operating revenues for North America related to the termination of our license agreement has been included as a structural change in our analysis of changes to net operating revenues. In addition, we have eliminated the BPW and Nestlé licensed unit case volume and associated concentrate sales for the year endedDecember 31, 2012, in those countries impacted by these structural changes. We have also eliminated the BPW and Nestlé licensed unit case volume and associated concentrate sales from the base year, where applicable, when calculating 2012 versus 2011 volume growth rates. Refer to the headings "Beverage Volume" and "Net Operating Revenues" below.

The Company sells concentrates and syrups to both consolidated and unconsolidated bottling partners. The ownership structure of our bottling partners impacts the timing of recognizing concentrate revenue and concentrate sales volume. When we sell concentrates or syrups to our consolidated bottling partners, we are not able to recognize the concentrate revenue or concentrate sales volume until the bottling partner has sold finished products manufactured from the concentrates or syrups to a customer. When we sell concentrates or syrups to our unconsolidated bottling partners, we recognize the concentrate revenue and concentrate sales volume when the concentrates or syrups are sold to the bottling partner. The subsequent sale of the finished products manufactured from the concentrates or syrups to a customer does not impact the timing of recognizing the concentrate revenue or concentrate sales volume.

"Acquired brands" refers to brands acquired during the past 12 months. Typically, the Company has not reported unit case volume or recognized concentrate sales volume related to acquired brands in periods prior to the closing of the transaction. Therefore, the unit case volume and concentrate sales volume from the sale of these brands is incremental to prior year volume. We do not generally consider acquired brands to be structural changes.

In 2012, the Company invested in the existing beverage business of Aujan, one of the largest independent beverage companies in the Middle East. Under our definitive agreement with Aujan, the Company now owns 50 percent of the Aujan entity that holds the rights to Aujan-owned brands in certain territories and 49 percent of Aujan's bottling and distribution operations in certain territories. Accordingly, the volume associated with the Aujan transaction, subsequent to our initial equity investment during the second quarter of 2012, is considered to be from acquired brands. Refer to the heading "Beverage Volume" below.

"License agreements" refers to brands not owned by the Company, but for which we hold certain rights, generally including, but not limited to, distribution rights, and from which we derive an economic benefit when these brands are ultimately sold. Typically, the Company has not reported unit case volume or recognized concentrate sales volume related to these brands in periods prior to the beginning of the term of the license agreement. Therefore, the unit case volume and concentrate sales volume from the sale of these brands is incremental to prior year volume. We do not generally consider new license agreements to be structural changes.

On October 2, 2010, in legally separate transactions, we acquired CCE's former North America business and entered into a license agreement with DPS. We also sold all of our ownership interests in our Norwegian and Swedish bottling operations to New CCE. Although each of these items does not have an impact on the comparability of the Company's 2012 and 2011 consolidated financial statements, the sections below are intended to provide an overview of the impact these items had on the comparability of our 2011 and 2010 consolidated financial statements.

Acquisition of CCE's Former North America Business and the DPS License Agreements

Immediately prior to our acquisition of CCE's former North America business on October 2, 2010, the Company owned 33 percent of CCE's outstanding common stock. This ownership represented our indirect ownership interest in both CCE's former North America business and its European operations. On October 2, 2010, the Company acquired the remaining 67 percent of CCE's former North America business not already owned by the Company for consideration that included the Company's indirect ownership interest in CCE's European operations. As a result of this transaction, the Company now owns 100 percent of CCE's former North America business and does not own any interest in New CCE's European operations. The operating results of CCE's former North America business were included in our consolidated financial statements starting October 2, 2010. The operating results of New CCE do not directly impact the Company's consolidated financial statements, since we have no ownership interest in this entity. Refer to the heading "Our Business — General" above and Note 2 of Notes to Consolidated Financial Statements for additional details related to the acquisition.

On October 2, 2010, the Company also entered into an agreement with DPS to distribute certain DPS brands in territories where these brands were distributed by CCE prior to our acquisition of CCE's former North America business. The license agreements replaced agreements between DPS and CCE existing immediately prior to the acquisition. Refer to the heading "Our Business — General" above and Note 2 of Notes to Consolidated Financial Statements for additional details related to these new license agreements.

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Prior to the acquisition and entering into the DPS license agreements, the Company's North America operating segment was predominantly a concentrate operation. As a result of the acquisition and the DPS license agreements, the North America operating segment is now predominantly a finished product operation. Generally, finished product operations produce higher net operating revenues but lower gross profit margins and operating margins compared to concentrate operations. Refer to "Item 1. Business — Products and Brands" for additional discussion of the differences between the Company's concentrate operations and our finished product operations. These transactions resulted in higher net operating revenues but lower gross profit margins and operating margins for the North America operating segment and our consolidated operating results.

Prior to the acquisition, the Company reported unit case volume for the sale of Company beverage products sold by CCE. After the transaction closing, we report unit case volume of Company beverage products just as we had prior to the transaction.

Prior to the acquisition, the Company recognized concentrate sales volume at the time we sold the concentrate to CCE. Upon the closing of the transaction, we do not recognize the concentrate sales volume until CCR has sold finished products manufactured from concentrate to a customer.

The DPS license agreements impact both the Company's unit case and concentrate sales volumes. Sales made pursuant to these license agreements represent acquired volume and are incremental unit case volume and concentrate sales volume to the Company only during the 12-month period following the acquisition. Prior to entering into the license agreements, the Company did not include the DPS brands as unit case volume or concentrate sales volume, as these brands were not Company beverage products. Refer to the heading "Unit Case Volume" below for additional information.

Prior to the acquisition, we recognized the revenues and profits associated with concentrate sales when the concentrate was sold to CCE, excluding the portion that was deemed to be intercompany due to our previous ownership interest in CCE. However, subsequent to the acquisition, the Company does not recognize the revenues and profits associated with concentrate sold to CCE's former North America business until the finished products manufactured from those concentrates are sold. For example, in 2010, most of our pre-Easter concentrate sales to CCE impacted our first quarter operating results. In 2011, our Easter-related finished product sales had a greater impact on our second quarter operating results. As a result of this transaction, the Company does not have an indirect ownership interest in New CCE's European operations. Therefore, we are no longer required to defer the portion of revenues and profits associated with concentrate sales to New CCE.

The acquisition of CCE's former North America business has resulted in a significant adjustment to our overall cost structure, especially in North America. The following inputs represent a substantial portion of the Company's total cost of goods sold: (1) sweeteners, (2) metals, (3) juices and (4) polyethylene terephthalate ("PET"). The majority of these costs are included within our North America and Bottling Investments operating segments. The Company increased our hedging activities related to certain commodities in order to mitigate a portion of the price risk associated with forecasted purchases. Many of the derivative financial instruments used by the Company to mitigate the risk associated with these commodity exposures do not qualify for hedge accounting. As a result, the changes in fair value of these derivative instruments have been, and will continue to be, included as a component of net income in each reporting period. Refer to the heading "Gross Profit Margin" below and Note 5 of Notes to Consolidated Financial Statements for additional information regarding our commodity hedging activity.

In 2010, the gross profit for our North America operating segment was negatively impacted by $235 million, primarily due to the elimination of gross profit in inventory on intercompany sales and an inventory fair value adjustment as a result of the acquisition. Refer to the headings "Gross Profit Margin" and "Operating Income and Operating Margin" below.

The acquisition of CCE's former North America business increased the Company's selling, general and administrative expenses, primarily due to delivery-related expenses. Selling, general and administrative expenses are typically higher, as a percentage of net operating revenues, for finished product operations compared to concentrate operations. Selling, general and administrative expenses were also negatively impacted by the amortization of definite-lived intangible assets acquired in the acquisition. The Company recorded $650 million of definite-lived acquired franchise rights that are being amortized over a weighted-average life of approximately eight years from the date of acquisition, which is equal to the weighted-average remaining contractual term of the acquired franchise rights. In addition, the Company recorded $380 million of customer rights that are being amortized over 20 years. We estimate the amortization expense related to these definite-lived intangible assets to be approximately $100 million per year for the next several years, which will be recorded in selling, general and administrative expenses.

In connection with the Company's acquisition of CCE's former North America business, we assumed $7,602 million of long-term debt, which had an estimated fair value of $9,345 million as of the acquisition date. In accordance with accounting principles generally accepted in the United States, we recorded the assumed debt at its fair value as of the acquisition date. Refer to the heading "Liquidity, Capital Resources and Financial Position — Cash Flows from Financing Activities — Debt Financing" below and Note 2 of Notes to Consolidated Financial Statements.

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In 2010, the Company recognized a gain of $4,978 million due to the remeasurement of our equity interest in CCE to fair value upon the close of the transaction. This gain was classified in the line item other income (loss) — net in our consolidated statement of income.

Prior to the closing of this acquisition, we had accounted for our investment in CCE under the equity method of accounting. Under the equity method of accounting, we recorded our proportionate share of CCE's net income or loss in the line item equity income (loss) — net in our consolidated statements of income. However, as a result of this transaction, beginning October 2, 2010, the Company no longer records equity income or loss related to CCE, and therefore, this transaction negatively impacted the amount of equity income the Company recorded during both 2011 and 2010. Refer to the heading "Equity Income (Loss) — Net" below.

Divestiture of Norwegian and Swedish Bottling Operations

The divestiture of our Norwegian and Swedish bottling operations had no impact on our consolidated unit case volume and consolidated concentrate sales volume, for the same reasons discussed above in relation to our acquisition of CCE's former North America business. The divestiture of these bottling operations reduced unit case volume for the Bottling Investments operating segment. In addition, the divestiture reduced net operating revenues and net income for our consolidated operating results and the Bottling Investments operating segment. However, since we divested a finished product business, it had a positive impact on our gross profit margins and operating margins. Furthermore, the impact these divestitures had on the Company's net operating revenues was partially offset by the concentrate revenues that were recognized on sales to these bottling operations. These concentrate sales had previously been eliminated because they were intercompany transactions. The net impact to net operating revenues was included as a structural change in our analysis of changes to net operating revenues. Refer to the heading "Net Operating Revenues" below.

This divestiture resulted in a gain of $597 million in 2010, which was classified in the line item other income (loss) — net in our consolidated statement of income. In 2011, the Company recorded charges of $5 million related to the finalization of working capital adjustments in connection with the divestiture of our Norwegian and Swedish bottling operations. These charges reduced the transaction gain the Company previously reported in 2010.

Beverage Volume

We measure the volume of Company beverage products sold in two ways: (1) unit cases of finished products and (2) concentrate sales. As used in this report, "unit case" means a unit of measurement equal to 192 U.S. fluid ounces of finished beverage (24 eight-ounce servings); and "unit case volume" means the number of unit cases (or unit case equivalents) of Company beverage products directly or indirectly sold by the Company and its bottling partners to customers. Unit case volume primarily consists of beverage products bearing Company trademarks. Also included in unit case volume are certain products licensed to, or distributed by, our Company, and brands owned by Coca-Cola system bottlers for which our Company provides marketing support and from the sale of which we derive economic benefit. In addition, unit case volume includes sales by joint ventures in which the Company has an equity interest. We believe unit case volume is one of the measures of the underlying strength of the Coca-Cola system because it measures trends at the consumer level. The unit case volume numbers used in this report are derived based on estimates received by the Company from its bottling partners and distributors. Concentrate sales volume represents the amount of concentrates and syrups (in all cases expressed in equivalent unit cases) sold by, or used in finished beverages sold by, the Company to its bottling partners or other customers. Unit case volume and concentrate sales volume growth rates are not necessarily equal during any given period. Factors such as seasonality, bottlers' inventory practices, supply point changes, timing of price increases, new product introductions and changes in product mix can impact unit case volume and concentrate sales volume and can create differences between unit case volume and concentrate sales volume growth rates. In addition to the items mentioned above, the impact of unit case volume from certain joint ventures, in which the Company has an equity interest, but to which the Company does not sell concentrates or syrups, may give rise to differences between unit case volume and concentrate sales volume growth rates.

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Information about our volume growth by operating segment is as follows:

	Percent Change
	2012 vs. 2011				2011 vs. 2010
Year Ended December 31,	Unit Cases1,2		Concentrate        Sales		Unit Cases1,2		Concentrate        Sales
Worldwide	4	%	4	%	5	%	5	%
Eurasia & Africa	11	%	10	%	6	%	5	%
Europe	(1	)	(2	)	2		1
Latin America	5		5		6		5
North America	2		2		4		4
Pacific	5		3		5		6
Bottling Investments	10		N/A		—		N/A

¹  Bottling Investments operating segment data reflects unit case volume growth for consolidated bottlers only.

²  Geographic segment data reflects unit case volume growth for all bottlers, both consolidated and unconsolidated, and distributors in the applicable geographic areas.

Unit Case Volume

The Coca-Cola system sold approximately 27.7 billion unit cases of our products in 2012, approximately 26.7 billion unit cases in 2011 and approximately 25.5 billion unit cases in 2010. The number of unit cases sold in 2012 does not include BPW unit case volume for those countries in which BPW was phased out in 2012, nor does it include unit case volume of products distributed in the United States under a sublicense from a subsidiary of Nestlé which terminated at the end of 2012. In addition, the Company eliminated BPW and Nestlé licensed unit case volume from the base year, where applicable, when calculating 2012 versus 2011 volume growth rates below. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above.

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

In Eurasia and Africa, unit case volume increased 11 percent, which consisted of 9 percent growth in sparkling beverages and 19 percent growth in still beverages. The group's sparkling beverage growth was led by 10 percent growth in brand Coca-Cola, 11 percent growth in Trademark Sprite and 6 percent growth in Trademark Fanta. Growth in still beverages was primarily due to juices and juice drinks and included an 8 percentage point benefit attributable to acquired volume, primarily related to our investments in Aujan. India reported 16 percent unit case volume growth, reflecting the impact of strong integrated marketing campaigns and primarily consisted of 33 percent growth in brand Coca-Cola, 20 percent growth in Trademark Sprite, 13 percent growth in Trademark Thums Up and 26 percent growth in our Maaza juice drink brand. In addition, Russia reported unit case volume growth of 8 percent, driven by growth of 20 percent in brand Coca-Cola. Still beverage growth in Russia included growth of 13 percent and 23 percent in our juice brands Dobriy and Rich, respectively. Eurasia and Africa also benefited from unit case volume growth of 21 percent in the Company's Middle East and North Africa business unit, including a 9 percentage point benefit attributable to acquired volume, primarily related to our investments in Aujan. South Africa had unit case volume growth of 6 percent, reflecting our increased marketing initiatives in the current year and the impact of the volume decline reported in 2011 due to unfavorable weather conditions and higher pricing.

Unit case volume in Europe declined 1 percent, which consisted of a 2 percent decline in sparkling beverages and minimal growth in still beverages. Germany reported unit case volume growth of 1 percent, reflecting the Company's strong commercial campaigns such as our 2012 Olympic Games partnership and the Coca-Cola Christmas Truck Tour, music-themed integrated marketing campaigns and a continued focus on low-calorie and no-calorie sparkling beverages. The favorable impact of growth in Germany was more than offset by volume declines in other markets. The group reported a decline in unit case volume of 3 percent in the Northwest Europe and Nordics business unit and a volume decline of 1 percent in the Iberia business unit, reflecting the challenges of continued weak consumer confidence, adverse weather and aggressive competitive pricing.

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In Latin America, unit case volume increased 5 percent, which consisted of 3 percent growth in sparkling beverages and 12 percent growth in still beverages. The growth reported across Latin America was driven by continued investments in our brands, strong activation of holiday programming, and a continued focus on a differentiated occasion-based package, price and channel strategy. The group's growth in sparkling beverages was led by 3 percent growth in brand Coca-Cola, 6 percent growth in Trademark Fanta and 5 percent growth in Trademark Sprite. Still beverage growth in Latin America reflected 34 percent growth in ready-to-drink teas as a result of the newly launched Fuze Tea, 28 percent growth in sports drinks, 9 percent growth in packaged water and 12 percent growth in juices and juice drinks. Brazil reported unit case volume growth of 6 percent, which consisted of 3 percent growth in brand Coca-Cola, 11 percent growth in Trademark Fanta and 16 percent growth in still beverages. Latin America also benefited from unit case volume growth of 4 percent in Mexico and 7 percent growth in Argentina.

Unit case volume in North America increased 2 percent, led by growth of 8 percent in still beverages. Still beverage growth in North America included 16 percent growth in ready-to-drink teas, 12 percent growth in sports drinks, 9 percent growth in packaged water and 2 percent growth in juices and juice drinks. The group reported 11 percent growth in Trademark Powerade, reflecting the benefit of a strong 2012 Olympic Games activation. Growth in ready-to-drink teas included the continued strong growth of Gold Peak, and the group's juices and juice drinks benefited from 7 percent growth in Trademark Simply. Dasani had unit case volume growth of 10 percent and maintained its premium pricing position, supported by our PlantBottle PET packaging. The group's growth in still beverages was partially offset by a volume decline of 1 percent in sparkling beverages. Although overall sparkling beverage volume declined in North America, the group benefited from growth in Coca-Cola Zero and Trademark Fanta of 7 percent and 6 percent, respectively.

In Pacific, unit case volume increased 5 percent, which consisted of 4 percent growth in sparkling beverages and 8 percent growth in still beverages. The group's volume results included 4 percent growth in China, despite the impact of an economic slowdown in the country, extremely wet weather in July and August and the shift in timing of the 2013 Chinese New Year. Sparkling beverage growth in China was led by growth of 21 percent in Trademark Fanta. Still beverage growth in China was primarily due to volume growth in packaged water. Japan's unit case volume increased 2 percent, which included a 3 percent increase in still beverages, partially offset by a 2 percent decline in sparkling beverages. Still beverages in Japan benefited primarily from growth in the Company's ready-to-drink tea and coffee categories. The Pacific group also benefited from unit case volume growth of 22 percent in Thailand, 20 percent in South Korea and 5 percent in the Philippines.

Unit case volume for Bottling Investments increased 10 percent. The group had growth in key markets where we own or otherwise consolidate bottling operations, including unit case volume growth of 4 percent in China, 16 percent in India, 5 percent in the Philippines and 1 percent in Germany. The Company's consolidated bottling operations accounted for 34 percent, 65 percent, 100 percent and 100 percent of the unit case volume in China, India, the Philippines and Germany, respectively. The group's volume growth included a benefit of 3 percentage points attributable to the acquisition of bottling operations in Vietnam, Cambodia and Guatemala during the year ended December 31, 2012.

Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

In Eurasia and Africa, unit case volume increased 6 percent, which consisted of 5 percent growth in sparkling beverages and 13 percent growth in still beverages. The group's unit case volume growth was largely due to growth in our key markets, including India and Turkey. India experienced 12 percent unit case volume growth, which consisted of 12 percent growth in sparkling beverages and 11 percent growth in still beverages. India's growth in sparkling beverages was primarily due to 17 percent growth in Trademark Sprite, 15 percent growth in Trademark Thums Up and 11 percent growth in Trademark Coca-Cola. Still beverages in India benefited from 14 percent growth in our Kinley water brand and 11 percent growth in Maaza, a component of our juice portfolio in India. The group also benefited from unit case volume growth of 10 percent in Turkey, which included strong growth in brand Coca-Cola. Unit case volume grew 5 percent in Russia, primarily due to our acquisition of OAO Nidan Juices ("Nidan") in the third quarter of 2010. Excluding the impact of the acquired Nidan juice, Russia's overall unit case volume declined 2 percent in 2011. Eurasia and Africa also benefited from unit case volume growth of 8 percent in the Company's Middle East and North Africa business unit despite ongoing geopolitical challenges in the region. The group's unit case volume growth in the markets described above was partially offset by a 2 percent unit case volume decline in South Africa. This decline was primarily due to the impact of unfavorable weather conditions during our peak summer selling season as well as higher pricing in the marketplace.

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Unit case volume in Europe increased 2 percent, despite an unseasonably cold and rainy summer selling season and moderate consumer confidence. The Company achieved these results by strategically tailoring our price and package offerings to meet the needs of each market with consideration for the current economic environment. The group benefited from the Company's successful launch of our 125^th anniversary marketing campaign as well as other integrated marketing campaigns. The group had 2 percent growth in sparkling beverages, including 3 percent growth in Trademark Coca-Cola and growth of 14 percent in Coca-Cola Zero. Unit case volume for still beverages increased 2 percent, led by growth in energy drinks and tea. Germany's unit case volume increased 6 percent, primarily attributable to 6 percent growth in Trademark Coca-Cola and 13 percent growth in Trademark Fanta. Our German business continued to benefit from the Company's bottler restructuring efforts and our effective marketing campaigns. In addition, France and Great Britain had growth of 5 percent and 4 percent, respectively, each led by growth in Trademark Coca-Cola.

In Latin America, unit case volume increased 6 percent, which consisted of 4 percent growth in sparkling beverages and 15 percent growth in still beverages. The group's sparkling beverage unit case volume growth was led by 4 percent growth in brand Coca-Cola. Still beverages benefited from the successful performance of Del Valle as well as strong growth in other still beverages, including water and tea. Mexico had unit case volume growth of 9 percent, led by 7 percent growth in sparkling beverages, which included 7 percent growth in Trademark Coca-Cola. In addition, Argentina had 10 percent growth in Trademark Coca-Cola which contributed to its overall unit case volume growth of 10 percent. Argentina's unit case volume growth benefited from strong integrated marketing campaigns, including sponsorship of the Copa America soccer tournament in July. Brazil's unit case volume increased 1 percent despite a general slowdown in the country's economy. The group's unit case volume growth in the markets described above was partially offset by a 10 percent volume decline in Venezuela. The decline in Venezuela is a reflection of the continued economic and political pressures affecting the country.

Unit case volume in North America increased 4 percent, including 3 percent growth attributable to the new license agreements with DPS. The group's unit case volume growth was driven by 3 percent growth in sparkling beverages, primarily due to the sale of Dr Pepper brands under the new license agreements. Coca-Cola Zero continued its strong performance in North America with 11 percent unit case volume growth. Unit case volume for still beverages in North America increased 4 percent, including 12 percent growth in Trademark Powerade, 10 percent growth in Trademark Dasani and 48 percent growth in Gold Peak. The growth in still beverages in North America was partially offset by a decline of 2 percent in juice and juice drinks, a reflection of increased pricing to offset commodity costs. In December 2011, the Company acquired Great Plains in the United States. As a result of this acquisition, we report volume from cross-licensed brands, primarily Dr Pepper, that were previously distributed by Great Plains. Unit case volume for these cross-licensed brands was 12 million unit cases for full year 2011. The Company began reporting unit case volume for these cross-licensed brands in December 2011.

In Pacific, unit case volume increased 5 percent, which consisted of 4 percent growth in sparkling beverages and 8 percent growth in still beverages. The group's volume growth was led by 13 percent growth in China, which included 12 percent growth in sparkling beverages attributable to strong growth in Trademark Sprite, Coca-Cola and Fanta. The group also benefited from China's 16 percent growth in still beverages, including strong growth in Minute Maid Pulpy and other still beverages, including water. In Japan, unit case volume growth was even, reflecting the impact of the earthquake and tsunami that devastated the northern and eastern portions of the country on March 11, 2011. The group's unit case volume growth in the markets described above was partially offset by a 9 percent volume decline in the Philippines.

Unit case volume for Bottling Investments was even when compared to the prior year. The group had growth in key markets where we own or otherwise consolidate bottling operations, including unit case volume growth of 13 percent in China, 12 percent in India and 6 percent in Germany. The Company's consolidated bottling operations accounted for 34 percent, 66 percent and 100 percent of the unit case volume in China, India and Germany, respectively. However, growth in these markets was offset by the unfavorable impact of the Company's sale of our Norwegian and Swedish bottling operations to New CCE during the fourth quarter of 2010 as well as a unit case volume decline of 9 percent in the Philippines where we own 100 percent of the country's bottling operations.

Concentrate Sales Volume

In 2012, concentrate sales volume and unit case volume both grew 4 percent compared to 2011. Likewise, in 2011, concentrate sales volume and unit case volume both grew 5 percent compared to 2010. The differences between concentrate sales volume and unit case volume growth rates for individual operating segments in 2012 and 2011 were primarily due to the timing of concentrate shipments and the impact of unit case volume from certain joint ventures in which the Company has an equity interest, but to which the Company does not sell concentrates, syrups, beverage bases or powders.

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Analysis of Consolidated Statements of Income

										Percent Change
Year Ended December 31,	2012			2011			2010			2012 vs. 2011		2011 vs. 2010
(In millions except percentages and per share data)				As Adjusted1,2
NET OPERATING REVENUES	$	48,017		$	46,542		$	35,119		3	%	33	%
Cost of goods sold	19,053			18,215			12,693			5		44
GROSS PROFIT	28,964			28,327			22,426			2		26
GROSS PROFIT MARGIN	60.3		%	60.9		%	63.9		%
Selling, general and administrative expenses	17,738			17,422			13,194			2		32
Other operating charges	447			732			819			*		*
OPERATING INCOME	10,779			10,173			8,413			6		21
OPERATING MARGIN	22.4		%	21.9		%	24.0		%
Interest income	471			483			317			(2	)	52
Interest expense	397			417			733			(5	)	(43	)
Equity income (loss) — net	819			690			1,025			19		(33	)
Other income (loss) — net	137			529			5,185			*		*
INCOME BEFORE INCOME TAXES	11,809			11,458			14,207			3		(19	)
Income taxes	2,723			2,812			2,370			(3	)	19
Effective tax rate	23.1		%	24.5		%	16.7		%
CONSOLIDATED NET INCOME	9,086			8,646			11,837			5		(27	)
Less: Net income attributable to noncontrolling interests	67			62			50			8		24
NET INCOME ATTRIBUTABLE TO SHAREOWNERS OF    THE COCA-COLA COMPANY	$	9,019		$	8,584		$	11,787		5	%	(27	)%
BASIC NET INCOME PER SHARE3	$	2.00		$	1.88		$	2.55		6	%	(26	)%
DILUTED NET INCOME PER SHARE3	$	1.97		$	1.85		$	2.53		6	%	(27	)%

^*  Calculation is not meaningful.

¹  Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all prior period financial information presented herein as required.

²  On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

³  Calculated based on net income attributable to shareowners of The Coca-Cola Company.

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Net Operating Revenues

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

The Company's net operating revenues increased $1,475 million, or 3 percent.

The following table illustrates, on a percentage basis, the estimated impact of key factors resulting in the increase (decrease) in net operating revenues for each of our operating segments:

	Percent Change 2012 vs. 2011
	Volume1		Structural Changes		Price, Product & Geographic Mix		Currency Fluctuations		Total
Consolidated	4	%	1	%	1	%	(3	)%	3	%
Eurasia & Africa	10	%	—	%	4	%	(9	)%	5	%
Europe	(2	)	—		—		(4	)	(6	)
Latin America	5		(1	)	7		(8	)	3
North America	2		1		2		—		5
Pacific	3		(1	)	—		1		3
Bottling Investments	6		3		1		(6	)	4
Corporate	*		*		*		*		*

¹  Represents the percent change in net operating revenues attributable to the increase (decrease) in concentrate sales volume for our geographic operating segments (expressed in equivalent unit cases). For our Bottling Investments operating segment, this represents the percent change in net operating revenues attributable to the increase (decrease) in unit case volume after considering the impact of structural changes. Our Bottling Investments operating segment data reflects unit case volume growth for consolidated bottlers only. Refer to the heading "Beverage Volume" above.

Refer to the heading "Beverage Volume" above for additional information related to changes in our unit case and concentrate sales volumes.

Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above for additional information related to the structural changes that impacted our Latin America, North America, Pacific and Bottling Investments operating segments.

Price, product and geographic mix had a favorable 1 percent impact on our consolidated net operating revenues. Price, product and geographic mix was impacted by a variety of factors and events including, but not limited to, the following:

• Our consolidated results were unfavorably impacted by geographic mix as a result of growth in our emerging and developing markets which are recovering from the global recession at a quicker pace than our developed markets. The revenue per unit sold in our emerging markets is generally less than in developed markets;

• Eurasia and Africa was favorably impacted as a result of price increases across a number of our key markets as well as improved product mix;

• Latin America was favorably impacted as a result of price increases across a number of our key markets; and

• North America was favorably impacted as a result of price increases, including positive pricing for sparkling beverages.

The unfavorable impact of foreign currency fluctuations decreased our consolidated net operating revenues by 3 percent. The unfavorable impact of changes in foreign currency exchange rates was primarily due to a stronger U.S. dollar compared to certain other foreign currencies, including the euro, Mexican peso, Brazilian real, British pound, South African rand and Australian dollar, which impacted the Eurasia and Africa, Europe, Latin America, Pacific and Bottling Investments operating segments. The unfavorable impact of a stronger U.S. dollar compared to the currencies listed above was partially offset by the impact of a weaker U.S. dollar compared to certain other foreign currencies, including the Japanese yen, which had a favorable impact on our Pacific operating segment. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below.

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Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

The Company's net operating revenues increased $11,423 million, or 33 percent.

Net operating revenues for the North America operating segment increased $9,366 million, or 84 percent. This increase primarily reflects the impact of structural changes related to the acquisition of CCE's former North America business in addition to the impact of our license agreements with DPS. Net operating revenues for the North America operating segment also included a 1 percent increase in pricing to retailers, driven by a 2 percent increase in pricing on sparkling beverages, and a 1 percent favorable impact due to foreign currency exchange fluctuations.

The following table illustrates, on a percentage basis, the estimated impact of key factors resulting in the increase (decrease) in net operating revenues for each of our international and Bottling Investments operating segments:

	Percent Change 2011 vs. 2010
	Volume2		Structural Changes		Price, Product & Geographic Mix		Currency Fluctuations		Total
International (including Bottling Investments)1	5	%	(3	)%	2	%	4	%	8	%
Eurasia & Africa	5	%	—	%	7	%	(1	)%	11	%
Europe	1		—		—		3		4
Latin America	5		(2	)	7		4		14
Pacific	6		—		(2	)	7		11
Bottling Investments	4		(8	)	3		4		3

¹  Represents the total change in net operating revenues for Bottling Investments and each of our geographic operating segments, excluding North America.

²  Represents the percent change in net operating revenues attributable to the increase (decrease) in concentrate sales volume for our geographic operating segments (expressed in equivalent unit cases). For our Bottling Investments operating segment, this represents the percent change in net operating revenues attributable to the increase (decrease) in unit case volume after considering the impact of structural changes. Our Bottling Investments operating segment data reflects unit case volume growth for consolidated bottlers only. Refer to the heading "Beverage Volume" above.

Refer to the heading "Beverage Volume" above for additional information related to changes in our unit case and concentrate sales volume.

The structural change in the Bottling Investments operating segment was primarily related to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE on October 2, 2010. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above. The structural change in the Latin America operating segment was related to the sale of 50 percent of our investment in Leão Junior, S.A. ("Leão Junior") during the third quarter of 2010.

Price, product and geographic mix had a favorable 2 percent impact on our international and Bottling Investments net operating revenues. Price, product and geographic mix was impacted by a variety of factors and events including, but not limited to, the following:

• Our international and Bottling Investments operating segments' results were unfavorably impacted by geographic mix as a result of growth in our emerging and developing markets. The revenue per unit sold in those markets is generally less than in developed markets;

• Eurasia and Africa was favorably impacted by price mix as a result of pricing increases in a number of key markets;

• Europe's price mix was even, including a negative 1 percent impact as a result of a change in our concentrate pricing strategy in Germany with our consolidated bottler;

• Latin America was favorably impacted by price mix as a result of pricing increases in a number of key markets. Also, still beverages grew faster than sparkling beverages in Latin America, bolstered by the strong performance of Del Valle;

• Pacific was unfavorably impacted by geographic mix due to the growth in emerging and developing markets. The revenue per unit sold in those markets is generally less than in developed markets;

• Pacific was unfavorably impacted by channel and product mix due to the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011; and

• Bottling Investments was favorably impacted by price mix as a result of pricing increases in a number of key markets, including China, India and Latin America.

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The favorable impact of foreign currency fluctuations increased net operating revenues for our international and Bottling Investments operating segments by 4 percent. The favorable impact of changes in foreign currency exchange rates was primarily due to a weaker U.S. dollar compared to certain other foreign currencies, including the euro, Japanese yen, Mexican peso, Brazilian real, British pound, South African rand and Australian dollar, which had a favorable impact on the Eurasia and Africa, Europe, Latin America, Pacific and Bottling Investments operating segments. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below.

Net Operating Revenues by Operating Segment

Information about our net operating revenues by operating segment as a percentage of Company net operating revenues is as follows:

Year Ended December 31,	2012		2011		2010
Eurasia & Africa	5.9	%	5.8	%	6.9	%
Europe	9.3		10.3		12.6
Latin America	9.5		9.4		11.0
North America	45.1		44.2		31.7
Pacific	11.6		11.7		14.1
Bottling Investments	18.3		18.3		23.4
Corporate	0.3		0.3		0.3
	100.0	%	100.0	%	100.0	%

The percentage contribution of each operating segment fluctuates over time due to net operating revenues in certain operating segments growing at a faster rate compared to other operating segments. Net operating revenue growth rates are impacted by sales volume, structural changes, price and product/geographic mix, and foreign currency fluctuations. In 2012, the percentage contribution of each operating segment did not change significantly when compared to 2011. In 2011, the percentage of the Company's net operating revenues contributed by our North America operating segment increased 12.5 percentage points when compared to 2010 as a result of our acquisition of CCE's former North America business on October 2, 2010. The CCE acquisition resulted in a decrease in the proportionate share of the Company's consolidated net operating revenues contributed by our operating segments outside of North America for both 2011 and 2010. In addition, the percentage of the Company's net operating revenues contributed by our Bottling Investments operating segment decreased 5.1 percentage points in 2011 when compared to 2010, primarily due to the sale of our Norwegian and Swedish bottling operations to New CCE and the segment's proportionate decrease in the Company's consolidated net operating revenues due to the CCE acquisition in North America. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above.

The size and timing of structural changes are not consistent from period to period. As a result, anticipating the impact of such events on future net operating revenues, and other financial statement line items, usually is not possible. We expect structural changes to have an impact on our consolidated financial statements in future periods.

Gross Profit Margin

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

Our gross profit margin decreased to 60.3 percent in 2012 from 60.9 percent in 2011. This decrease reflected the unfavorable impact of continued increases in commodity costs during 2012 as well as temporary shifts in channel and package mix across markets as a result of the impact of current global economic conditions on consumers. In addition, our gross profit margin was unfavorably impacted as a result of ongoing fluctuations in foreign currency exchange rates and the impact of our acquisition of Great Plains in North America as well as our acquisition of bottling operations in Vietnam, Cambodia and Guatemala. The impact of these items was partially offset by favorable geographic mix as well as price increases in many of our key markets.

The following inputs represent a substantial portion of the Company's total cost of goods sold: (1) sweeteners, (2) metals, (3) juices and (4) PET. The majority of these costs are included in our North America and Bottling Investments operating segments. The cost to purchase these inputs continued to increase in 2012 when compared to 2011, and as a result the Company incurred incremental costs of $225 million related to these inputs during 2012. The Company anticipates that the cost of underlying commodities will continue to face upward pressure in 2013. We currently expect the incremental impact of increased commodity costs related to these inputs, after considering our hedge positions, to be approximately $100 million on our full year 2013 consolidated results.

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In recent years, the Company has increased our hedging activities related to certain commodities in order to mitigate a portion of the price and foreign currency risk associated with forecasted purchases. Many of the derivative financial instruments used by the Company to mitigate the risk associated with these commodity exposures do not qualify, or are not designated, for hedge accounting. As a result, the change in fair value of these derivative instruments has been, and will continue to be, included as a component of net income in each reporting period. The Company recorded losses of $110 million and $54 million and a gain of $31 million during the years ended December 31, 2012, 2011 and 2010, respectively, in the line item cost of goods sold in our consolidated statements of income. Refer to Note 5 of Notes to Consolidated Financial Statements.

The favorable geographic mix was primarily due to many of our emerging markets recovering from the global recession at a quicker pace than our developed markets. Although this shift in geographic mix has a negative impact on net operating revenues, it generally has a favorable impact on our gross profit margin due to the correlated impact it has on our product mix. The product mix in the majority of our emerging and developing markets is more heavily skewed toward our sparkling beverage products, which generally yield a higher gross profit margin compared to our still beverages and finished products. Refer to the heading "Net Operating Revenues" above.

Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

Our gross profit margin decreased to 60.9 percent in 2011 from 63.9 percent in 2010. The decrease was primarily due to the full year impact of consolidating CCE's former North America business as well as a significant increase in commodity costs. The unfavorable impact of these items was partially offset by favorable geographic mix as a result of growth in our emerging and developing markets, favorable product mix, price increases in many of our key markets and foreign currency exchange fluctuations. In addition, the sale of our Norwegian and Swedish bottling operations during the fourth quarter of 2010 had a favorable impact on our full year 2011 gross profit margin.

The Company's acquisition of CCE's former North America business during the fourth quarter of 2010 resulted in a significant adjustment to our overall cost structure, especially in North America. Finished product operations typically have lower gross profit margins and greater exposure to fluctuations in the cost of raw materials when compared to concentrate operations. The following inputs represent a substantial portion of the Company's total cost of goods sold: (1) sweeteners, (2) metals, (3) juices and (4) PET. The majority of these costs are included in our North America and Bottling Investments operating segments. The cost to purchase these inputs increased significantly in 2011 when compared to 2010, and as a result the Company incurred incremental costs of $800 million related to these inputs during 2011.

Selling, General and Administrative Expenses

The following table sets forth the significant components of selling, general and administrative expenses (in millions):

Year Ended December 31,	2012		2011		2010
			As Adjusted
Stock-based compensation expense	$	259	$	354	$	380
Advertising expenses	3,342		3,256		2,917
Bottling and distribution expenses	8,905		8,502		3,902
Other operating expenses	5,232		5,310		5,995
Selling, general and administrative expenses	$	17,738	$	17,422	$	13,194

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

Selling, general and administrative expenses increased $316 million, or 2 percent. Foreign currency fluctuations decreased selling, general and administrative expenses by 3 percent. The decrease in stock-based compensation expense in 2012 was primarily due to the reversal of previously recognized expenses related to the Company's long-term incentive compensation programs. As a result of the Company's revised outlook of the unfavorable impact foreign currency fluctuations are projected to have on certain performance periods, the Company lowered the estimated payouts associated with these periods. Advertising expenses increased during the year and reflect the Company's continued investment in the health and strength of our brands and building market execution capabilities while simultaneously capturing incremental marketing efficiencies. The increase in bottling and distribution expenses includes the full year impact of the Company's acquisition of Great Plains in December 2011 as well as our acquisition of bottling operations in Vietnam, Cambodia and Guatemala during 2012. Other operating expenses decreased during the year, partially reflecting the impact of the Company's productivity and integration initiatives.

In 2013, our pension expense is expected to decrease by approximately $60 million compared to 2012. The anticipated decrease is primarily due to approximately $640 million of contributions the Company expects to make to various plans in 2013, as well as favorable returns on plan assets in 2012. The favorable impact of these items will be partially offset by the unfavorable impact of a decrease in the weighted-average discount rate used to calculate the Company's benefit obligation. Refer to the

54

heading "Liquidity, Capital Resources and Financial Position" below for information related to these contributions. Refer to the heading "Critical Accounting Policies and Estimates — Pension Plan Valuations" above and Note 13 of Notes to Consolidated Financial Statements for additional information related to the discount rates used by the Company.

As of December 31, 2012, we had $467 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under our plans. This cost is expected to be recognized over a weighted-average period of 1.8 years as stock-based compensation expense. This expected cost does not include the impact of any future stock-based compensation awards. Refer to Note 12 of Notes to Consolidated Financial Statements.

Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

Selling, general and administrative expenses increased $4,228 million, or 32 percent. Foreign currency fluctuations increased selling, general and administrative expenses by 3 percent. The decrease in stock-based compensation expense was primarily related to the impact of modifications made to certain replacement performance share unit awards on our prior year results, partially offset by higher estimated payouts tied to performance in conjunction with our long-term incentive compensation programs. Advertising expenses increased during the year and reflect the Company's continued investment in the health and strength of our brands and building market execution capabilities. The increase in bottling and distribution expenses was primarily due to the full year impact of consolidating CCE's former North America business in addition to our continued investments in our other bottling operations around the world. This increase was partially offset by the full year impact of the sale of our Norwegian and Swedish bottling operations to New CCE during the fourth quarter of 2010. Other operating expenses decreased during the year, partially reflecting the impact of the Company's productivity and integration initiatives.

Other Operating Charges

Other operating charges incurred by operating segment were as follows (in millions):

Year Ended December 31,	2012			2011		2010
Eurasia & Africa	$	—		$	12	$	7
Europe	(3		)	25		50
Latin America	—			4		—
North America	255			374		133
Pacific	1			54		22
Bottling Investments	164			89		122
Corporate	30			174		485
Total	$	447		$	732	$	819

In 2012, the Company incurred other operating charges of $447 million, which primarily consisted of $270 million associated with the Company's productivity and reinvestment program; $163 million related to the Company's other restructuring and integration initiatives; $20 million due to changes in the Company's ready-to-drink tea strategy as a result of our U.S. license agreement with Nestlé terminating at the end of 2012; and $8 million due to costs associated with the Company detecting carbendazim in orange juice imported from Brazil for distribution in the United States. These charges were partially offset by reversals of $10 million associated with the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives, as well as reversals of $6 million associated with the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 19 of Notes to Consolidated Financial Statements for the impact these charges had on our operating segments. Refer to Note 18 of Notes to Consolidated Financial Statements and see below for further information on the Company's productivity and reinvestment program, as well as the Company's other productivity, integration and restructuring initiatives.

In 2011, the Company incurred other operating charges of $732 million, which primarily consisted of $633 million associated with the Company's productivity, integration and restructuring initiatives; $50 million related to the events in Japan; $35 million of costs associated with the merger of Embotelladoras Arca, S.A.B. de C.V. ("Arca") and Grupo Continental S.A.B. ("Contal"); and $10 million associated with the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 17 of Notes to Consolidated Financial Statements for additional information related to the merger of Arca and Contal. Refer to Note 19 of Notes to Consolidated Financial Statements for the impact these charges had on our operating segments. Refer to Note 18 of Notes to Consolidated Financial Statements and see below for additional information on the Company's productivity, integration and restructuring initiatives.

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In 2010, the Company incurred other operating charges of $819 million, which consisted of $478 million associated with the Company's productivity, integration and restructuring initiatives; $250 million related to charitable contributions; $81 million due to transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and $10 million of charges related to bottling activities in Eurasia. The Company's integration activities included costs associated with the integration of CCE's former North America business, as well as the integration of 18 German bottling and distribution operations acquired in 2007. The charitable contributions were primarily attributable to a cash donation to The Coca-Cola Foundation. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information related to the transaction costs. Refer to Note 19 of Notes to Consolidated Financial Statements for the impact these charges had on our operating segments. Refer to Note 18 of Notes to Consolidated Financial Statements and see below for additional information on the Company's productivity, integration and restructuring initiatives.

Productivity and Reinvestment Program

In February 2012, the Company announced a new four-year productivity and reinvestment program. This program will further enable our efforts to strengthen our brands and reinvest our resources to drive long-term profitable growth. The first component of this program is a new global productivity initiative that will target annualized savings of $350 million to $400 million. This initiative will be focused on four primary areas: global supply chain optimization; global marketing and innovation effectiveness; operating expense leverage and operational excellence; and data and information technology ("IT") systems standardization. The Company is in the process of defining the costs associated with this initiative.

The second component of our new productivity and reinvestment program involves beginning a new integration initiative in North America related to our acquisition of CCE's former North America business. The Company has identified incremental synergies, primarily in the area of our North American product supply operations, which will better enable us to service our customers and consumers. We believe these efforts will create annualized savings of $200 million to $250 million.

As a combined productivity and reinvestment program, the Company anticipates generating annualized savings of $550 million to $650 million, which will be phased in over time. We expect to begin fully realizing the annual benefit of these savings in 2015, the final year of the program. The savings generated by this program will be reinvested in brand-building initiatives, and in the short term will also mitigate potential incremental commodity costs. Refer to Note 18 of Notes to Consolidated Financial Statements.

Productivity Initiatives

During 2011, the Company successfully completed our four-year global productivity program and exceeded our target of providing $500 million in annualized savings from these initiatives. These savings have provided the Company additional flexibility to invest for growth. The Company generated these savings in a number of areas, which include aggressively managing operating expenses supported by lean techniques, redesigning key processes to drive standardization and effectiveness, better leveraging our size and scale, and driving savings in indirect costs through the implementation of a "procure-to-pay" program. In realizing these savings, the Company incurred total costs of $498 million related to these productivity initiatives since they commenced during the first quarter of 2008. Refer to Note 18 of Notes to Consolidated Financial Statements.

Integration of CCE's Former North America Business

In 2010, the Company began an integration initiative related to our acquisition of CCE's former North America business on October 2, 2010. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called CCR. In addition, we reshaped our remaining CCNA operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market. As a result of the transaction and related reorganization, our North American businesses operate as aligned and agile organizations with distinct capabilities, responsibilities and strengths. Refer to Note 2 of Notes to Consolidated Financial Statements.

In 2011, we completed this program. The Company incurred total pretax expenses of $487 million related to this initiative since the plan commenced in the fourth quarter of 2010, and we realized nearly all of the $350 million in annualized savings by the end of 2011. Refer to Note 18 of Notes to Consolidated Financial Statements.

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Integration of Our German Bottling and Distribution Operations

The Company's integration initiatives include costs related to the integration of 18 German bottling and distribution operations acquired in 2007. We incurred expenses of $148 million in 2012 related to this initiative. The expenses recorded in connection with these integration activities have been primarily due to involuntary terminations. The Company began these integration initiatives in 2008 and has incurred total pretax expenses of $440 million since they commenced. The Company is currently reviewing other integration and restructuring opportunities within the German bottling and distribution operations, which if implemented will result in additional charges in future periods. However, as of December 31, 2012, the Company had not finalized any additional plans. Refer to Note 18 of Notes to Consolidated Financial Statements.

Operating Income and Operating Margin

Information about our operating income contribution by operating segment on a percentage basis is as follows:

Year Ended December 31,	2012		2011		2010
Eurasia & Africa	10.8	%	10.7	%	11.6	%
Europe	27.5		30.4		35.4
Latin America	26.7		27.7		28.6
North America	24.1		22.8		18.1
Pacific	22.5		21.1		24.3
Bottling Investments	1.3		2.2		2.7
Corporate	(12.9	)	(14.9	)	(20.7	)
Total	100.0	%	100.0	%	100.0	%

Information about our operating margin on a consolidated basis and by operating segment is as follows:

Year Ended December 31,	2012		2011		2010
Consolidated	22.4	%	21.9	%	24.0	%
Eurasia & Africa	41.5	%	40.6	%	40.4	%
Europe	66.1		64.7		67.3
Latin America	63.1		63.9		62.0
North America	12.0		11.3		13.6
Pacific	43.6		39.4		41.4
Bottling Investments	1.6		2.6		2.8
Corporate	*		*		*

* Calculation is not meaningful.

As demonstrated by the tables above, the percentage contribution to operating income and operating margin by operating segment fluctuated from year to year. Operating income and operating margin by operating segment were influenced by a variety of factors and events, including the following:

• In 2012, foreign currency exchange rates unfavorably impacted consolidated operating income by 5 percent. The unfavorable impact of changes in foreign currency exchange rates was primarily due to a stronger U.S. dollar compared to certain other foreign currencies, including the euro, Mexican peso, Brazilian real, British pound, South African rand and Australian dollar, which impacted the Eurasia and Africa, Europe, Latin America, Pacific and Bottling Investments operating segments. The unfavorable impact of a stronger U.S. dollar compared to the currencies listed above was partially offset by the impact of a weaker U.S. dollar compared to certain other foreign currencies, including the Japanese yen, which had a favorable impact on our Pacific operating segment. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below.

• In 2012, operating income was unfavorably impacted by fluctuations in foreign currency exchange rates by 11 percent for Eurasia and Africa, 4 percent for Europe, 10 percent for Latin America, 19 percent for Bottling Investments and 1 percent for Corporate. Operating income was favorably impacted by fluctuations in foreign currency exchange rates by 2 percent for Pacific. Fluctuations in foreign currency exchange rates had a minimal impact on operating income for North America.

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• In 2012, our consolidated operating margin was favorably impacted by geographic mix. The favorable geographic mix was primarily due to many of our emerging markets recovering from the global recession at a quicker pace than our developed markets. Although this shift in geographic mix has a negative impact on net operating revenues, it generally has a favorable impact on our gross profit margin and operating margin due to the correlated impact it has on our product mix. The product mix in the majority of our emerging and developing markets is more heavily skewed toward products in our sparkling beverage portfolio, which generally yield a higher gross profit margin compared to our still beverages and finished products. Consequently, the shift in our geographic mix is driving favorable product mix from a global perspective.

• In 2012, our consolidated operating income and operating margin were favorably impacted by the reversal of previously recognized expenses related to the Company's long-term incentive compensation programs. As a result of the Company's revised outlook of the unfavorable impact foreign currency fluctuations are projected to have on certain performance periods, the Company lowered the estimated payouts associated with these periods.

• In 2012, operating income increased for Eurasia and Africa due to volume and revenue growth across the operating segment.

• In 2012, operating income declined for Europe as a result of lower sales volume and shifts in product, package and channel mix across markets, partially offset by efficient expense management.

• In 2012, operating income increased for Latin America, reflecting solid volume growth and favorable pricing across the group, partially offset by continued investments in the business, including some initial investments related to the 2014 World Cup.

• In 2012, operating income increased for North America, primarily due to positive volume growth and favorable pricing, partially offset by higher commodity costs and ongoing investment in marketplace executional capabilities.

• In 2012, operating income was reduced by $21 million for North America due to costs associated with the Company detecting residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products, in orange juice imported from Brazil for distribution in the United States. As a result, the Company began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice.

• In 2012, operating income was reduced by $20 million for North America due to changes in the Company's ready-to-drink tea strategy as a result of our current U.S. license agreement with Nestlé terminating at the end of 2012.

• In 2012, operating income was reduced by $1 million for Europe, $227 million for North America, $3 million for Pacific, $164 million for Bottling Investments and $38 million for Corporate due to charges related to the Company's productivity and reinvestment program as well as other restructuring initiatives.

• In 2012, operating income was increased by $4 million for Europe, $1 million for Pacific and $5 million for Corporate due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives.

• In 2012, operating income was increased by $6 million for North America due to the refinement of previously established accruals related to the Company's integration of CCE's former North America business.

• In 2011, foreign currency exchange rates favorably impacted consolidated operating income by 4 percent. The favorable impact of changes in foreign currency exchange rates was primarily due to a weaker U.S. dollar compared to most foreign currencies, including the Japanese yen, Mexican peso, Brazilian real, British pound, South African rand and Australian dollar, which had a favorable impact on the Eurasia and Africa, Europe, Latin America, Pacific and Bottling Investments operating segments. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below.

• In 2011, operating income was favorably impacted by fluctuations in foreign currency exchange rates by 2 percent for Europe, 4 percent for Latin America, 1 percent for North America, 7 percent for Pacific, 7 percent for Bottling Investments and 1 percent for Corporate. Operating income was unfavorably impacted by fluctuations in foreign currency exchange rates by 1 percent for Eurasia and Africa.

• In 2011, our consolidated operating margin was favorably impacted by geographic mix. The favorable geographic mix was primarily due to many of our emerging markets recovering from the global recession at a quicker pace than our developed markets. Although this shift in geographic mix has a negative impact on net operating revenues, it generally has a favorable impact on our gross profit margin and operating margin due to the correlated impact it has on our product mix. The product mix in the majority of our emerging and developing markets is more heavily skewed toward products in our sparkling beverage portfolio, which generally yield a higher gross profit margin compared to our still beverages and finished products.

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• In 2011, operating income and operating margin for Europe were unfavorably impacted by a change in our concentrate pricing strategy in Germany with our consolidated bottler.

• In 2011, operating income and operating margin for Latin America were favorably impacted by volume growth across all of the group's business units and pricing increases in key markets, partially offset by continued investments in the business.

• In 2011, the operating margin for North America was unfavorably impacted by the full year impact of the Company's acquisition of CCE's former North America business. Generally, bottling and finished product operations have higher net operating revenues but lower operating margins when compared to concentrate and syrup operations. The impact of this transaction was also reflected in the Company's operating margin. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above.

• In 2011, operating income and operating margin for North America were unfavorably impacted by higher commodity costs in the segment's finished product businesses.

• In 2011, operating income was reduced by $19 million for North America due to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

• In 2011, operating income and operating margin for Pacific and North America were unfavorably impacted as a result of the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. Operating income was reduced by $82 million and $2 million for Pacific and North America, respectively. The charges were primarily related to the Company's charitable donations in support of relief and rebuilding efforts in Japan as well as funds we provided to certain bottling partners in the affected regions.

• In 2011, operating income was reduced by $10 million for Corporate due to charges associated with the floods in Thailand that impacted the Company's supply chain operations in the region.

• In 2011, operating income was reduced by $12 million for Eurasia and Africa, $25 million for Europe, $4 million for Latin America, $374 million for North America, $4 million for Pacific, $89 million for Bottling Investments and $164 million for Corporate, primarily due to the Company’s productivity, integration and restructuring initiatives as well as costs associated with the merger of Arca and Contal.

• In 2010, foreign currency exchange rates favorably impacted consolidated operating income by 3 percent. The favorable impact of changes in foreign currency exchange rates was primarily due to a weaker U.S. dollar compared to most foreign currencies, including the Japanese yen, Mexican peso, Brazilian real, South African rand and Australian dollar, which had a favorable impact on the Eurasia and Africa, Latin America, Pacific and Bottling Investments operating segments. The favorable impact of a weaker U.S. dollar compared to the aforementioned currencies was partially offset by the impact of a stronger U.S. dollar compared to certain other foreign currencies, including the euro and British pound, which had an unfavorable impact on the Europe and Bottling Investments operating segments. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below.

• In 2010, operating income was favorably impacted by fluctuations in foreign currency exchange rates by 7 percent for Eurasia and Africa, 3 percent for Latin America, 8 percent for Pacific and 9 percent for Bottling Investments. Operating income was unfavorably impacted by fluctuations in foreign currency exchange rates by 1 percent for Europe. Fluctuations in foreign currency exchange rates had a minimal impact on operating income for North America and Corporate.

• In 2010, our consolidated operating margin was favorably impacted by geographic mix. The favorable geographic mix was primarily due to many of our emerging markets recovering from the global recession at a quicker pace than our developed markets. Although this shift in geographic mix has a negative impact on net operating revenues, it generally has a favorable impact on our gross profit margin and operating margin due to the correlated impact it has on our product mix. The product mix in the majority of our emerging and developing markets is more heavily skewed toward products in our sparkling beverage portfolio, which generally yield a higher gross profit margin compared to our still beverages and finished products.

• In 2010, our consolidated operating margin was favorably impacted by the deconsolidation of certain entities as a result of the Company's adoption of new accounting guidance issued by the FASB. These entities are primarily bottling operations and have been accounted for under the equity method of accounting since they were deconsolidated on January 1, 2010. Generally, bottling and finished product operations produce higher net revenues but lower operating margins compared to concentrate and syrup operations. The majority of the deconsolidated entities had previously been included in our Bottling Investments operating segment.

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• In 2010, the operating margin for the Latin America operating segment was favorably impacted by the sale of 50 percent of our ownership interest in Leão Junior, resulting in its deconsolidation, as well as the deconsolidation of certain entities as a result of the Company's adoption of new accounting guidance issued by the FASB. Price and product mix also favorably impacted Latin America's operating income and operating margin during the year.

• In 2010, the operating margin for the North America operating segment was unfavorably impacted by the Company's acquisition of CCE's former North America business. Generally, bottling and finished product operations have higher net operating revenues but lower operating margins when compared to concentrate and syrup operations. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above. Refer to Note 2 of Notes to Consolidated Financial Statements.

• In 2010, operating income for the North America operating segment was reduced by $74 million due to the acceleration of expense associated with certain share-based replacement awards issued in connection with our acquisition of CCE's former North America business. Refer to Note 2 of Notes to Consolidated Financial Statements.

• In 2010, operating income for the North America operating segment was negatively impacted by $235 million, primarily due to the elimination of gross profit in inventory on intercompany sales and an inventory fair value adjustment as a result of our acquisition of CCE's former North America business. Prior to the acquisition, we recognized the profit associated with concentrate sales when the concentrate was sold to CCE, excluding the portion that was deemed to be intercompany due to our previous ownership interest in CCE. However, subsequent to the acquisition, the Company does not recognize the profit associated with concentrate sold to CCE's legacy North America business until the finished beverage products made from those concentrates are sold. Refer to Note 2 of Notes to Consolidated Financial Statements.

• In 2010, operating income for the North America operating segment was reduced by $20 million due to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

• In 2010, operating income was reduced by $7 million for Eurasia and Africa, $50 million for Europe, $133 million for North America, $22 million for Pacific, $122 million for Bottling Investments and $485 million for Corporate, primarily due to the Company's productivity, integration and restructuring initiatives; charitable donations; transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and other charges related to bottling activities in Eurasia. Refer to the heading "Other Operating Charges" above.

Interest Income

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

Interest income was $471 million in 2012, compared to $483 million in 2011, a decrease of $12 million, or 2 percent. The decrease was primarily due to the impact of lower average interest rates, partially offset by higher average cash, cash equivalents and short-term investment balances. The majority of the Company's cash, cash equivalents and short-term investments is held by our international locations.

Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

Interest income was $483 million in 2011, compared to $317 million in 2010, an increase of $166 million, or 52 percent. The increase was primarily due to the impact of higher average cash, cash equivalents and short-term investment balances in addition to higher average interest rates, particularly in international locations. The majority of the Company's cash, cash equivalents and short-term investments is held by our international locations.

Interest Expense

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

Interest expense was $397 million in 2012, compared to $417 million in 2011, a decrease of $20 million, or 5 percent. This decrease reflects the impact of long-term debt maturities during the second quarter of 2012 and a net benefit related to interest rate swaps on our fixed-rate debt, partially offset by the impact of additional long-term debt the Company issued during the first quarter of 2012. Refer to Note 5 of Notes to Consolidated Financial Statements for additional information related to the Company's hedging program. Refer to the heading "Liquidity, Capital Resources and Financial Position — Cash Flows from Financing Activities — Debt Financing" below for additional information related to the Company's long-term debt activity.

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Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

Interest expense was $417 million in 2011, compared to $733 million in 2010, a decrease of $316 million, or 43 percent. This decrease was primarily due to a $342 million charge recorded in 2010 related to the premiums paid to repurchase long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the Company's debt tender offer in 2010. The decrease was partially offset by the full year impact of increased interest expense on long-term debt assumed in connection with the Company's acquisition of CCE's former North America business as well as additional long-term debt issued by the Company in 2011. The Company's interest expense also includes the impact of interest rate swap agreements. Refer to Note 5 of Notes to Consolidated Financial Statements for additional information related to our interest rate swaps. Refer to the heading "Liquidity, Capital Resources and Financial Position — Cash Flows from Financing Activities — Debt Financing" below for additional information related to the Company's long-term debt activity.

Equity Income (Loss) — Net

Year EndedDecember 31, 2012, versus Year EndedDecember 31, 2011

Equity income (loss) — net represents our Company's proportionate share of net income or loss from each of our equity method investees. In 2012, equity income was $819 million, compared to equity income of $690 million in 2011, an increase of $129 million, or 19 percent. This increase was primarily due to more favorable operating results reported by certain of our equity method investees, a decrease in the impact of unusual or infrequent charges recorded by certain of our equity method investees, and the Company's acquisition of an equity ownership interest in Aujan during 2012, partially offset by the unfavorable impact of foreign currency fluctuations. Refer to Note 17 of Notes to Consolidated Financial Statements for additional information related to the unusual or infrequent charges recorded by certain of our equity method investees.

Year EndedDecember 31, 2011, versus Year EndedDecember 31, 2010

In 2011, equity income was $690 million, compared to equity income of $1,025 million in 2010, a decrease of $335 million, or 33 percent. This decrease was primarily due to the Company's acquisition and consolidation of CCE's former North America business during the fourth quarter of 2010. As a result of this transaction, the Company stopped recording equity income related to CCE beginning October 2, 2010, and our 2011 consolidated statement of income reflects the full year impact of not having an equity interest in New CCE. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above. In addition, the decrease in equity income (loss) — net was partially due to the Company's sale of its investment in Coca-Cola Embonor, S.A. ("Embonor") during the first quarter of 2011. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information on the Company's acquisition and divestiture activities. The unfavorable impact of these items was partially offset by the Company's proportionate share of increased net income from certain of our equity method investees and the favorable impact of foreign currency fluctuations.

Other Income (Loss) — Net

Other income (loss) — net includes, among other things, the impact of foreign currency exchange gains and losses; dividend income; rental income; gains and losses related to the disposal of property, plant and equipment; realized and unrealized gains and losses on trading securities; realized gains and losses on available-for-sale securities; other-than-temporary impairments of available-for-sale securities; and the accretion of expense related to certain acquisitions. The foreign currency exchange gains and losses are primarily the result of the remeasurement of monetary assets and liabilities from certain currencies into functional currencies. The effects of the remeasurement of these assets and liabilities are partially offset by the impact of our economic hedging program for certain exposures on our consolidated balance sheets. Refer to Note 5 of Notes to Consolidated Financial Statements.

In 2012, other income (loss) — net was income of $137 million, primarily related to a gain of $185 million due to the merger of Embotelladora Andina S.A. ("Andina") and Embotelladoras Coca-Cola Polar S.A. ("Polar"); a gain of $92 million the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment; dividend income of $44 million; and net gains of $31 million related to fluctuations in the fair value of the Company's trading securities and the sale of available-for-sale securities. The favorable impact of the previous items was partially offset by a charge of $108 million due to the loss we recognized on the pending sale of a majority ownership interest in our consolidated Philippine bottling operations to Coca-Cola FEMSA; a charge of $82 million related to the premium we paid in excess of the publicly traded market price to acquire an ownership interest in Mikuni Coca-Cola Bottling Co., Ltd. ("Mikuni"); and charges of $16 million due to other-than-temporary declines in the fair values of certain cost method investments. Refer to Note 2 and Note 17 of Notes to Consolidated Financial Statements.

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In 2011, other income (loss) — net was income of $529 million, primarily related to a net gain of $417 million the Company recognized due to the merger of Arca and Contal; a net gain of $122 million the Company recognized due to Coca-Cola FEMSA issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment, partially offset by charges associated with certain of the Company's equity method investments in Japan; and a gain of $102 million due to the sale of our investment in Embonor. Other income (loss) — net also included $10 million of realized and unrealized gains on trading securities. The net favorable impact of the previous items was partially offset by foreign currency exchange losses of $73 million; charges of $41 million due to the impairment of an investment in an entity accounted for under the equity method of accounting; $17 million due to other-than-temporary declines in the fair value of certain of the Company's available-for-sale securities; and $5 million due to the finalization of working capital adjustments associated with the sale of our Norwegian and Swedish bottling operations to New CCE during the fourth quarter of 2010. Refer to Note 17 of Notes to Consolidated Financial Statements.

In 2010, other income (loss) — net was income of $5,185 million, primarily related to a $4,978 million gain due to the remeasurement of our equity investment in CCE to fair value upon the close of our acquisition of CCE's former North America business and a $597 million gain related to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE. Refer to the heading "Structural Changes, Acquired Brands and New License Agreements" above and Note 2 of Notes to Consolidated Financial Statements. These gains were partially offset by a $265 million charge related to preexisting relationships with CCE and foreign currency exchange losses of $148 million. The charge related to preexisting relationships was primarily due to the write-off of our investment in infrastructure programs with CCE. The foreign currency exchange losses were primarily due to a charge of $103 million related to the remeasurement of our Venezuelan subsidiary's net assets. Refer to the heading "Liquidity, Capital Resources and Financial Position — Foreign Exchange" below. In addition to the items mentioned above, other income (loss) — net also included a $23 million gain on the sale of 50 percent of our investment in Leão Junior and $48 million of charges related to other-than-temporary impairments and a donation of preferred shares in one of our equity investees. Refer to Note 17 of Notes to Consolidated Financial Statements.

Income Taxes

Our effective tax rate reflects the tax benefits of having significant operations outside the United States, which are generally taxed at rates lower than the U.S. statutory rate of 35 percent. As a result of employment actions and capital investments made by the Company, certain tax jurisdictions provide income tax incentive grants, including Brazil, Costa Rica, Singapore and Swaziland. The terms of these grants expire from 2015 to 2020. We expect each of these grants to be renewed indefinitely. Tax incentive grants favorably impacted our income tax expense by $168 million, $193 million and $145 million for the years ended December 31, 2012, 2011 and 2010, respectively. In addition, our effective tax rate reflects the benefits of having significant earnings generated in investments accounted for under the equity method of accounting, which are generally taxed at rates lower than the U.S. statutory rate.

A reconciliation of the statutory U.S. federal tax rate and our effective tax rate is as follows:

Year Ended December 31,	2012			2011			2010
				As Adjusted
Statutory U.S. federal tax rate	35.0	%		35.0	%		35.0	%
State and local income taxes — net of federal benefit	1.1			0.9			0.6
Earnings in jurisdictions taxed at rates different from the statutory U.S. federal rate	(9.5	)	1,2	(9.5	)	5,6,7	(5.6	)	15
Reversal of valuation allowances	(2.4	)	3	—			—
Equity income or loss	(2.0	)		(1.4	)	8	(1.9	)	16
CCE transaction	—			—			(12.5	)	17,18
Sale of Norwegian and Swedish bottling operations	—			—		9	0.4		19
Other operating charges	0.4		4	0.3		10	0.4		20
Other — net	0.5			(0.8	)	11,12,13,14	0.3		21,22
Effective tax rate	23.1	%		24.5	%		16.7	%

¹  Includes a tax expense of $133 million (or a 1.1 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

²  Includes a tax expense of $57 million on pretax net gains of $76 million (or a 0.3 percent impact on our effective tax rate) related to the following: a gain recognized as a result of the merger of Andina and Polar; a gain recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment; the loss recognized on the pending sale of a majority ownership interest in our consolidated Philippine bottling operations to Coca-Cola FEMSA; and the expense recorded for the premium the Company paid over the publicly traded market price to acquire an ownership interest in Mikuni. Refer to Note 17 of Notes to Consolidated Financial Statements.

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³  Relates to a net tax benefit of $283 million associated with the reversal of valuation allowances in certain of the Company's foreign jurisdictions.

⁴  Includes a tax benefit of $95 million on pretax charges of $416 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity and reinvestment program as well as other restructuring initiatives; the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives; and the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18 of Notes to Consolidated Financial Statements.

⁵  Includes a tax benefit of $6 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

⁶  Includes a zero percent effective tax rate on pretax charges of $17 million due to the impairment of available-for-sale securities. Refer to Note 3 and Note 17 of Notes to Consolidated Financial Statements.

⁷  Includes a tax expense of $299 million on pretax net gains of $641 million (or a 0.7 percent impact on our effective tax rate) related to the net gain recognized as a result of the merger of Arca and Contal; the gain recognized on the sale of our investment in Embonor; and gains the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17 of Notes to Consolidated Financial Statements.

⁸  Includes a tax benefit of $7 million on pretax net charges of $53 million (or a 0.1 percent impact on our effective tax rate) related to our proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17 of Notes to Consolidated Financial Statements.

⁹  Includes a tax benefit of $2 million on pretax charges of $5 million related to the finalization of working capital adjustments on the sale of our Norwegian and Swedish bottling operations. Refer to Note 2 and Note 17 of Notes to Consolidated Financial Statements.

¹⁰  Includes a tax benefit of $224 million on pretax charges of $732 million (or a 0.3 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives; transaction costs incurred in connection with the merger of Arca and Contal; costs associated with the earthquake and tsunami that devastated northern and eastern Japan; and costs associated with the flooding in Thailand. Refer to Note 17 of Notes to Consolidated Financial Statements.

¹¹  Includes a tax benefit of $8 million on pretax charges of $19 million related to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

¹²  Includes a tax benefit of $3 million on pretax net charges of $9 million related to the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10 of Notes to Consolidated Financial Statements.

¹³  Includes a tax benefit of $14 million on pretax charges of $41 million related to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 17 of Notes to Consolidated Financial Statements.

¹⁴  Includes a tax benefit of $2 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in certain domestic jurisdictions.

¹⁵  Includes a tax expense of $265 million (or a 1.9 percent impact on our effective tax rate) primarily related to deferred tax expense on certain current year undistributed foreign earnings that are not considered indefinitely reinvested and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.

¹⁶  Includes a tax benefit of $9 million on pretax net charges of $66 million (or a 0.1 percent impact on our effective tax rate) related to charges recorded by our equity method investees. Refer to Note 17 of Notes to Consolidated Financial Statements.

¹⁷  Includes a tax benefit of $34 million on a pretax gain of $4,978 million (or a reduction of 12.5 percent on our effective tax rate) related to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. The tax benefit reflects the impact of reversing deferred tax liabilities associated with our equity investment in CCE prior to the acquisition. Refer to Note 2 of Notes to Consolidated Financial Statements.

¹⁸  Includes a tax benefit of $99 million on pretax charges of $265 million related to the write-off of preexisting relationships with CCE. Refer to Note 2 of Notes to Consolidated Financial Statements.

¹⁹  Includes a tax expense of $261 million on a pretax gain of $597 million (or a 0.4 percent impact on our effective tax rate) related to the sale of our Norwegian and Swedish bottling operations. Refer to Note 2 of Notes to Consolidated Financial Statements.

²⁰  Includes a tax benefit of $223 million on pretax charges of $819 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives, transaction costs and charitable contributions. Refer to Note 17 of Notes to Consolidated Financial Statements.

²¹  Includes a tax benefit of $114 million on pretax charges of $493 million (or a 0.5 percent impact on our effective tax rate) related to the repurchase of certain long-term debt and costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer; the loss related to the remeasurement of our Venezuelan subsidiary's net assets; other-than-temporary impairment charges; and a donation of preferred shares in one of our equity method investees. Refer to Note 17 of Notes to Consolidated Financial Statements.

²²  Includes a tax expense of $31 million (or a 0.2 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, and other tax matters in certain domestic jurisdictions.

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In 2010, the Company recorded a $4,978 million pretax remeasurement gain associated with the acquisition of CCE's former North America business. This remeasurement gain was not recognized for tax purposes and therefore no tax expense was recorded on this gain. Also, as a result of this acquisition, the Company was required to reverse $34 million of deferred tax liabilities which were associated with our equity investment in CCE prior to the acquisition. In addition, the Company recognized a $265 million charge related to the settlement of preexisting relationships with CCE, and we recorded a tax benefit of 37 percent related to this charge.

As of December 31, 2012, the gross amount of unrecognized tax benefits was $302 million. If the Company were to prevail on all uncertain tax positions, the net effect would be a benefit to the Company's effective tax rate of $187 million, exclusive of any benefits related to interest and penalties. The remaining $115 million, which was recorded as a deferred tax asset, primarily represents tax benefits that would be received in different tax jurisdictions in the event the Company did not prevail on all uncertain tax positions.

A reconciliation of the changes in the gross balance of unrecognized tax benefit amounts is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Beginning balance of unrecognized tax benefits	$	320		$	387		$	354
Increases related to prior period tax positions	69			9			26
Decreases related to prior period tax positions	(15		)	(19		)	(10		)
Increases related to current period tax positions	23			6			33
Decreases related to current period tax positions	—			(1		)	—
Decreases related to settlements with taxing authorities	(45		)	(5		)	—
Reductions as a result of a lapse of the applicable statute of limitations	(36		)	(46		)	(1		)
Increase related to acquisition of CCE's former North America business	—			—			6
Increases (decreases) from effects of foreign currency exchange rates	(14		)	(11		)	(21		)
Ending balance of unrecognized tax benefits	$	302		$	320		$	387

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company had $113 million, $110 million and $112 million in interest and penalties related to unrecognized tax benefits accrued as of December 31, 2012, 2011 and 2010, respectively. Of these amounts, $33 million of expense, $2 million of benefit and $17 million of expense were recognized through income tax expense in 2012, 2011 and 2010, respectively. If the Company were to prevail on all uncertain tax positions, the reversal of this accrual would also be a benefit to the Company's effective tax rate.

Based on current tax laws, the Company's effective tax rate in 2013 is expected to be approximately 24.0 percent before considering the effect of any unusual or special items that may affect our tax rate in future years.

Liquidity, Capital Resources and Financial Position

We believe our ability to generate cash from operating activities is one of our fundamental financial strengths. Refer to the heading "Cash Flows from Operating Activities" below. The near-term outlook for our business remains strong, and we expect to generate substantial cash flows from operations in 2013. As a result of our expected cash flows from operations, we have significant flexibility to meet our financial commitments. The Company does not typically raise capital through the issuance of stock. Instead, we use debt financing to lower our overall cost of capital and increase our return on shareowners' equity. Refer to the heading "Cash Flows from Financing Activities" below. We have a history of borrowing funds domestically and continue to have the ability to borrow funds domestically at reasonable interest rates. Our debt financing includes the use of an extensive commercial paper program as part of our overall cash management strategy. The Company reviews its optimal mix of short-term and long-term debt regularly and may replace certain amounts of commercial paper, short-term debt and current maturities of long-term debt with new issuances of long-term debt in the future. In addition to the Company's cash balances, commercial paper program, and our ability to issue long-term debt, we also had $6,314 million in lines of credit for general corporate purposes as of December 31, 2012. These backup lines of credit expire at various times from 2013 through 2017.

We have significant operations outside the United States. Unit case volume outside the United States represented approximately 80 percent of the Company's worldwide unit case volume in 2012. We earn a substantial amount of our consolidated operating income and income before income taxes in foreign subsidiaries that either sell concentrate to our local bottling partners or, in certain instances, sell finished products directly to our customers to fulfill the demand for Company beverage products outside the United States. A significant portion of these foreign earnings is considered to be indefinitely reinvested in foreign jurisdictions. The Company's cash, cash equivalents, short-term investments and marketable securities held by our foreign subsidiaries totaled $15.3 billion as of December 31, 2012. With the exception of an insignificant amount, for which U.S.

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federal and state income taxes have already been provided, we do not intend, nor do we foresee a need, to repatriate these funds. Additionally, the absence of a government-approved mechanism to convert local currency into U.S. dollars in Argentina and Venezuela restricts the Company's ability to pay dividends from these locations. As of December 31, 2012, the Company's subsidiaries in Argentina and Venezuela held $247 million and $353 million, respectively, of cash, cash equivalents, short-term investments and marketable securities. Subsequent to December 31, 2012, the Venezuelan government devalued its currency, which will result in the Company remeasuring the net assets of our subsidiary in Venezuela. Based on the carrying value of our assets and liabilities denominated in Venezuelan bolivar as of December 31, 2012, we anticipate recognizing a remeasurement loss of $100 million to $125 million during the first quarter of 2013.

Net operating revenues in the United States were $19.7 billion in 2012, or 41 percent of the Company's consolidated net operating revenues. We expect existing domestic cash, cash equivalents, short-term investments, marketable securities, cash flows from operations and the issuance of domestic debt to continue to be sufficient to fund our domestic operating activities and cash commitments for investing and financing activities. In addition, we expect existing foreign cash, cash equivalents, short-term investments, marketable securities and cash flows from operations to continue to be sufficient to fund our foreign operating activities and cash commitments for investing activities.

In the future, should we require more capital to fund significant discretionary activities in the United States than is generated by our domestic operations, or is available through the issuance of domestic debt, we could elect to repatriate future periods' earnings from foreign jurisdictions. This alternative could result in a higher effective tax rate. While the likelihood is remote, the Company could also elect to repatriate earnings from foreign jurisdictions that have previously been considered to be indefinitely reinvested. Upon distribution of those earnings in the form of dividends or otherwise, the Company would be subject to additional U.S. income taxes (net of an adjustment for foreign tax credits) and withholding taxes payable to various foreign jurisdictions, where applicable. This alternative could also result in a higher effective tax rate in the period in which such a determination is made to repatriate prior period foreign earnings. Refer to Note 14 of Notes to Consolidated Financial Statements for further information related to our income taxes and undistributed earnings of the Company's foreign subsidiaries.

Based on all the aforementioned factors, the Company believes its current liquidity position is strong, and we will continue to meet all of our financial commitments for the foreseeable future. These commitments include, but are not limited to, regular quarterly dividends, debt maturities, capital expenditures, share repurchases and other obligations included under the heading “Off-Balance Sheet Agreements and Aggregate Contractual Obligations” below.

Cash Flows from Operating Activities

Net cash provided by operating activities for the years endedDecember 31, 2012, 2011 and 2010 was $10,645 million, $9,474 million and $9,532 million, respectively.

Cash flows from operating activities increased $1,171 million, or 12 percent, in 2012 compared to 2011. This increase reflects higher receipts from customers, lower tax payments and the favorable impact of the Company discontinuing its temporary extension of credit terms in Japan. The favorable impact of the previous items was partially offset by the unfavorable impact of foreign currency fluctuations and an increase in contributions to our pension plans.

The Company discontinued the temporary extension of its credit terms in Japan during the first quarter of 2012. We originally extended our credit terms in Japan during the second quarter of 2011 as a result of the natural disasters that devastated portions of the country on March 11, 2011. This change resulted in an increase in cash from operations during the year ended December 31, 2012.

Cash flows from operating activities decreased $58 million, or 1 percent, in 2011 compared to 2010. This decrease was primarily attributable to an increase in contributions to our pension plans of $924 million during 2011, compared to contributions of $77 million in 2010; the temporary extension of the Company's credit terms in Japan as a result of the natural disasters that devastated the northern and eastern portions of the country during the first quarter of 2011; an increase in interest payments related to long-term debt; and an increase in cash payments related to our productivity, integration and restructuring initiatives. The unfavorable impact of these items was partially offset by an increase in cash receipts from customers, a decrease in tax payments, and the favorable impact of foreign currency exchange rates on operations. Refer to the heading "Net Operating Revenues" above.

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Cash Flows from Investing Activities

Our cash flows provided by (used in) investing activities are summarized as follows (in millions):

Year Ended December 31,	2012			2011			2010
Purchases of short-term investments	$	(9,590	)	$	(4,057	)	$	(4,579	)
Proceeds from disposals of short-term investments	5,622			5,647			4,032
Acquisitions and investments	(1,535		)	(977		)	(2,511		)
Purchases of other investments	(5,266		)	(787		)	(132		)
Proceeds from disposals of bottling companies and other investments	2,189			562			972
Purchases of property, plant and equipment	(2,780		)	(2,920		)	(2,215		)
Proceeds from disposals of property, plant and equipment	143			101			134
Other investing activities	(187		)	(93		)	(106		)
Net cash provided by (used in) investing activities	$	(11,404	)	$	(2,524	)	$	(4,405	)

Net cash used in investing activities increased $8,880 million in 2012 compared to 2011. This increase was primarily related to a change in the Company's overall cash management program. In an effort to manage counterparty risk and diversify our assets, the Company began to make additional investments in high-quality securities. These investments are primarily classified as available-for-sale securities. Refer to Note 3 of Notes to Consolidated Financial Statements for additional information. Refer to the headings "Short-Term Investments," "Purchases of Other Investments" and "Proceeds from Disposals of Bottling Companies and Other Investments" below for the impact this change had on our consolidated statements of cash flows. Refer to the heading "Overview of Financial Position" below for the impact this change had on our consolidated balance sheets.

Short-Term Investments

In 2012, purchases of short-term investments were $9,590 million, and proceeds from disposals of short-term investments were $5,622 million. This activity resulted in a net cash outflow of $3,968 million during 2012. In 2011, purchases of short-term investments were $4,057 million and proceeds from disposals of short-term investments were $5,647 million, resulting in a net cash inflow of $1,590 million. In 2010, purchases of short-term investments were $4,579 million and proceeds from disposals of short-term investments were $4,032 million, resulting in a net cash outflow of $547 million. These short-term investments are time deposits that have maturities of greater than three months but less than one year and are classified in the line item short-term investments in our consolidated balance sheets.

Acquisitions and Investments

In 2012, the Company's acquisition and investment activities totaled $1,535 million. These activities were primarily related to the following: our investments in the existing beverage business of Aujan, one of the largest independent beverage companies in the Middle East; our investment in Mikuni, a bottling partner located in Japan; our acquisition of Sacramento Coca-Cola Bottling Co., Inc. ("Sacramento bottler"); and our acquisition of bottling operations in Vietnam, Cambodia and Guatemala. None of the Company's other acquisitions or investments were individually significant.

In 2011, the Company's acquisition and investment activities totaled $977 million. These activities were primarily related to the acquisitions of Great Plains and Honest Tea, Inc. ("Honest Tea"), and an additional investment in Coca-Cola Central Japan Company ("Central Japan"). In addition, the Company's acquisition and investment activities during 2011 included immaterial cash payments for the finalization of working capital adjustments related to our acquisition of CCE's former North America business. Refer to our discussion of this transaction below. None of the Company's other acquisitions or investments were individually significant.

In 2010, our Company's acquisition and investment activities totaled $2,511 million, which was primarily related to our acquisition of CCE's former North America business; DPS license agreements; our acquisition of Nidan, a Russian juice company; and our additional investment in Fresh Trading Ltd. ("innocent"). The Company and the existing shareowners of innocent have a series of outstanding put and call options for the Company to potentially acquire the remaining shares not already owned by the Company. The put and call options are exercisable in stages between 2013 and 2014. The Company anticipates acquiring the majority of the remaining outstanding shares in the second quarter of 2013. None of the Company's other acquisitions or investments were individually significant.

Refer to the heading "Operations Review — Structural Changes, Acquired Brands and New License Agreements" above and Note 2 of Notes to Consolidated Financial Statements for additional information related to our acquisitions during the years endedDecember 31, 2012, 2011 and 2010.

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Purchases of Other Investments

In 2012, purchases of other investments were $5,266 million, primarily due to a change in the Company's overall cash management program. In an effort to manage counterparty risk and diversify our assets, the Company began to make additional investments in high-quality securities. Refer to Note 3 of Notes to Consolidated Financial Statements for additional information.

In 2011, purchases of other investments were $787 million, primarily related to long-term investments made by the Company for nonoperating activities. These investments are primarily classified as available-for-sale securities.

Proceeds from Disposals of Bottling Companies and Other Investments

In 2012, proceeds from disposals of bottling companies and other investments were $2,189 million. These proceeds were primarily related to the sale of investments associated with the Company's cash and risk management programs and were not related to the disposal of bottling companies. Refer to Note 2 and Note 3 of Notes to Consolidated Financial Statements for additional information.

In 2011, proceeds from disposals of bottling companies and other investments were $562 million. These proceeds were primarily related to the sale of our investment in Embonor for $394 million. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information.

In 2010, proceeds from disposals of bottling companies and other investments were $972 million. These proceeds were primarily related to the sale of our Norwegian and Swedish bottling operations to New CCE for $0.9 billion and the sale of 50 percent of our investment in Leão Junior for $83 million. Refer to the heading "Operations Review — Structural Changes, Acquired Brands and New License Agreements" above and Note 2 of Notes to Consolidated Financial Statements for additional information.

Property, Plant and Equipment

Purchases of property, plant and equipment net of disposals for the years endedDecember 31, 2012, 2011 and 2010 were $2,637 million, $2,819 million and $2,081 million, respectively. Total capital expenditures for property, plant and equipment (including our investments in information technology) and the percentage of such totals by operating segment were as follows (in millions):

Year Ended December 31,	2012			2011			2010
Capital expenditures	$	2,780		$	2,920		$	2,215
Eurasia & Africa	3.2		%	2.9		%	2.7		%
Europe	1.1			1.3			1.5
Latin America	3.2			3.6			4.2
North America	52.0			46.7			32.1
Pacific	2.5			3.2			4.6
Bottling Investments	31.2			35.6			42.5
Corporate	6.8			6.7			12.4

We expect our annual 2013 capital expenditures to be approximately $3.0 billion as we continue to make investments to enable growth in our business and further enhance our operational effectiveness.

Other Investing Activities

In 2012, other investing activities were primarily related to the Company's consolidated Philippine and Brazilian bottling operations being classified as held for sale as of December 31, 2012. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information on these transactions. The cash flow impact of these transactions in other investing activities represents the balance of cash and cash equivalents held by these entities being transferred to assets held for sale.

In 2011, other investing activities were primarily related to the Company's investments in joint ventures. None of these investments were individually significant.

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In 2010, other investing activities were primarily related to the deconsolidation of certain entities due to the Company's adoption of new accounting guidance issued by the FASB. Refer to the heading "Operations Review — Structural Changes, Acquired Brands and New License Agreements" above and Note 1 of Notes to Consolidated Financial Statements for additional information. The cash flow impact in other investing activities primarily represents the balance of cash and cash equivalents on the deconsolidated entities' balance sheets as of December 31, 2009.

Cash Flows from Financing Activities

Our cash flows provided by (used in) financing activities were as follows (in millions):

Year Ended December 31,	2012			2011			2010
Issuances of debt	$	42,791		$	27,495		$	15,251
Payments of debt	(38,573		)	(22,530		)	(13,403		)
Issuances of stock	1,489			1,569			1,666
Purchases of stock for treasury	(4,559		)	(4,513		)	(2,961		)
Dividends	(4,595		)	(4,300		)	(4,068		)
Other financing activities	100			45			50
Net cash provided by (used in) financing activities	$	(3,347	)	$	(2,234	)	$	(3,465	)

Debt Financing

Our Company maintains debt levels we consider prudent based on our cash flows, interest coverage ratio and percentage of debt to capital. We use debt financing to lower our overall cost of capital, which increases our return on shareowners' equity. This exposes us to adverse changes in interest rates. Our interest expense may also be affected by our credit ratings.

As of December 31, 2012, our long-term debt was rated "AA-" by Standard & Poor's, "Aa3" by Moody's and "A+" by Fitch. Our commercial paper program was rated "A-1+" by Standard & Poor's, "P-1" by Moody's and "F-1" by Fitch. In assessing our credit strength, all three agencies consider our capital structure (including the amount and maturity dates of our debt) and financial policies as well as the aggregated balance sheet and other financial information of the Company. In addition, some rating agencies also consider the financial information of certain bottlers, including New CCE, Coca-Cola Amatil, Coca-Cola Bottling Co. Consolidated, Coca-Cola FEMSA and Coca-Cola Hellenic. While the Company has no legal obligation for the debt of these bottlers, the rating agencies believe the strategic importance of the bottlers to the Company's business model provides the Company with an incentive to keep these bottlers viable. It is our expectation that the credit rating agencies will continue using this methodology. If our credit ratings were to be downgraded as a result of changes in our capital structure, our major bottlers' financial performance, changes in the credit rating agencies' methodology in assessing our credit strength, or for any other reason, our cost of borrowing could increase. Additionally, if certain bottlers' credit ratings were to decline, the Company's share of equity income could be reduced as a result of the potential increase in interest expense for those bottlers.

We monitor our financial ratios and, as indicated above, the rating agencies consider these ratios in assessing our credit ratings. Each rating agency employs a different aggregation methodology and has different thresholds for the various financial ratios. These thresholds are not necessarily permanent, nor are they always fully disclosed to our Company.

Our global presence and strong capital position give us access to key financial markets around the world, enabling us to raise funds at a low effective cost. This posture, coupled with active management of our mix of short-term and long-term debt and our mix of fixed-rate and variable-rate debt, results in a lower overall cost of borrowing. Our debt management policies, in conjunction with our share repurchase programs and investment activity, can result in current liabilities exceeding current assets.

Issuances and payments of debt included both short-term and long-term financing activities. On December 31, 2012, we had $6,314 million in lines of credit available for general corporate purposes. These backup lines of credit expire at various times from 2013 through 2017. There were no borrowings under these backup lines of credit during 2012. These credit facilities are subject to normal banking terms and conditions.

In 2012, the Company had issuances of debt of $42,791 million, which included $40,008 million of issuances of commercial paper and short-term debt with maturities greater than 90 days. The Company's total issuances of debt also included long-term debt issuances of $2,783 million, net of related discounts and issuance costs.

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During the first quarter of 2012, the Company issued $2,750 million of long-term debt. The general terms of the notes issued are as follows:

• $1,000 million total principal amount of notes due March 14, 2014, at a variable interest rate equal to the three-month London Interbank Offered Rate ("LIBOR") minus 0.05 percent;

• $1,000 million total principal amount of notes due March 13, 2015, at a fixed interest rate of 0.75 percent; and

• $750 million total principal amount of notes due March 14, 2018, at a fixed interest rate of 1.65 percent.

In 2012, the Company had payments of debt of $38,573 million. Total payments of debt included $1,553 million of net payments of commercial paper and short-term debt with maturities of 90 days or less, and $35,118 million of payments of commercial paper and short-term debt with maturities greater than 90 days. The Company's total payments of debt also included long-term debt payments of $1,902 million.

In 2011, the Company had issuances of debt of $27,495 million, which included $25,219 million of issuances of commercial paper and short-term debt with maturities greater than 90 days. The Company's total issuances of debt also included long-term debt issuances of $2,276 million, net of the debt issued to exchange a certain amount of our existing long-term debt. The Company issued $2,979 million of long-term debt during 2011. We used $979 million of this newly issued debt and paid a premium of $208 million to exchange $1,022 million of existing long-term debt that was assumed in connection with our acquisition of CCE's former North America business in the fourth quarter of 2010. The remaining cash from the issuance was used to reduce the Company's outstanding commercial paper balance and exchange a certain amount of short-term debt.

The general terms of the notes issued during 2011 are as follows:

• $1,655 million total principal amount of notes due September 1, 2016, at a fixed interest rate of 1.8 percent; and

• $1,324 million total principal amount of notes due September 1, 2021, at a fixed interest rate of 3.3 percent.

During the fourth quarter of 2011, the Company extinguished long-term debt that had a carrying value of $20 million and was not scheduled to mature until 2012. This debt was outstanding prior to the Company's acquisition of CCE's former North America business. In addition, the Company repurchased long-term debt during 2011 that was assumed in connection with our acquisition of CCE's former North America business. The repurchased debt included $99 million in unamortized fair value adjustments recorded as part of our purchase accounting for the CCE transaction and was settled throughout the year as follows:

• During the first quarter of 2011, the Company repurchased all of our outstanding U.K. pound sterling notes that had a carrying value of $674 million;

• During the second quarter of 2011, the Company repurchased long-term debt that had a carrying value of $42 million; and

• During the third quarter of 2011, the Company repurchased long-term debt that had a carrying value of $19 million.

In 2011, the Company had payments of debt of $22,530 million, including the repurchased debt discussed above. Total payments of debt included $91 million of net payments of commercial paper and short-term debt with maturities of 90 days or less, and $20,334 million of payments of commercial paper and short-term debt with maturities greater than 90 days. The Company's total payments of debt also included long-term debt payments of $2,105 million. The Company recorded a net charge of $9 million in the line item interest expense in our consolidated statement of income during the year ended December 31, 2011. This net charge was due to the exchange, repurchase and/or extinguishment of long-term debt described above.

In 2010, the Company had issuances of debt of $15,251 million, which included $1,171 million of net issuances of commercial paper and short-term debt with maturities of 90 days or less, and $9,503 million of issuances of commercial paper and short-term debt with maturities greater than 90 days. We also assumed $7.9 billion of debt as a result of our acquisition of CCE's former North America business. In addition, on November 15, 2010, the Company issued $4,500 million of long-term notes. The proceeds from the debt issuance were used to repurchase $2,910 million of long-term debt, and the remainder was used to reduce our commercial paper balance. The long-term notes issued on November 15, 2010, had the following general terms:

• $1,250 million total principal notes due May 15, 2012, at a variable interest rate of three-month LIBOR plus 0.05 percent;

• $1,250 million total principal notes due November 15, 2013, at a fixed interest rate of 0.75 percent;

• $1,000 million total principal notes due November 15, 2015, at a fixed interest rate of 1.5 percent; and

• $1,000 million total principal notes due November 15, 2020, at a fixed interest rate of 3.15 percent.

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In 2010, the Company had payments of debt of $13,403 million, including the repurchased long-term debt discussed above. Total payments of debt also included $9,667 million related to commercial paper and short-term debt with maturities greater than 90 days. The Company recorded a charge of $342 million related to the premiums paid to repurchase the long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer.

The carrying value of the Company's long-term debt included fair value adjustments related to the debt assumed from CCE of $617 million and $733 million as of December 31, 2012 and 2011, respectively. These fair value adjustments are being amortized over the number of years remaining until the underlying debt matures. As of December 31, 2012, the weighted-average maturity of the assumed debt to which these fair value adjustments relate was approximately 17 years. The amortization of these fair value adjustments will be a reduction of interest expense in future periods, which will typically result in our interest expense being less than the actual interest paid to service the debt. Total interest paid was $574 million, $573 million and $422 million in 2012, 2011 and 2010, respectively. Refer to Note 10 of Notes to Consolidated Financial Statements for additional information related to the Company's long-term debt balances.

Issuances of Stock

The issuances of stock in 2012, 2011 and 2010 were primarily related to the exercise of stock options by Company employees.

Share Repurchases

On July 20, 2006, the Board of Directors of the Company authorized a share repurchase program of up to 600 million shares of the Company's common stock. The program took effect on October 31, 2006. Although there are approximately 43 million shares that may yet be purchased under this share repurchase program, the Board of Directors authorized a new share repurchase program of up to 500 million shares of the Company's common stock on October 18, 2012. The new share repurchase program will allow the Company to continue repurchasing shares following the completion of the prior program. The table below presents annual shares repurchased and average price per share:

Year Ended December 31,	2012		2011		2010
			As Adjusted
Number of shares repurchased (in millions)	121		127		98
Average price per share	$	37.11	$	33.73	$	31.92

Since the inception of our initial share repurchase program in 1984 through our current program as of December 31, 2012, we have purchased approximately 3.0 billion shares of our Company's common stock at an average price per share of $12.75. In addition to shares repurchased under the stock repurchase plans authorized by our Board of Directors, the Company's treasury stock activity also includes shares surrendered to the Company to pay the exercise price and/or to satisfy tax withholding obligations in connection with so-called stock swap exercises of employee stock options and/or the vesting of restricted stock issued to employees. In 2012, we repurchased $4.5 billion of our stock. However, due to the timing of settlements, the total amount of treasury stock purchases that settled during 2012 was $4.6 billion, which includes treasury stock that was purchased and settled during 2012 as well as treasury stock purchased in December 2011 that settled in early 2012. The net impact of the Company's treasury stock issuance and purchase activities in 2012 resulted in a net cash outflow of $3.1 billion. We currently expect to repurchase an additional $3.0 billion to $3.5 billion of our stock during 2013, net of proceeds from the issuance of stock due to the exercise of employee stock options.

Dividends

At its February 2013 meeting, our Board of Directors increased our quarterly dividend by 10 percent, raising it to $0.28 per share, equivalent to a full year dividend of $1.12 per share in 2013. This is our 51^st consecutive annual increase. Our annual common stock dividend was $1.02 per share, $0.94 per share and $0.88 per share in 2012, 2011 and 2010, respectively. The 2012 dividend represented an 8.5 percent increase from 2011, and the 2011 dividend represented a 7 percent increase from 2010.

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Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

Off-Balance Sheet Arrangements

In accordance with the definition under SEC rules, the following qualify as off-balance sheet arrangements:

• any obligation under certain guarantee contracts;

• a retained or contingent interest in assets transferred to an unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to that entity for such assets;

• any obligation under certain derivative instruments; and

• any obligation arising out of a material variable interest held by the registrant in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to the registrant, or engages in leasing, hedging or research and development services with the registrant.

As of December 31, 2012, we were contingently liable for guarantees of indebtedness owed by third parties of $671 million, of which $294 million was related to VIEs. These guarantees are primarily related to third-party customers, bottlers, vendors and container manufacturing operations and have arisen through the normal course of business. These guarantees have various terms, and none of these guarantees were individually significant. The amount represents the maximum potential future payments that we could be required to make under the guarantees; however, we do not consider it probable that we will be required to satisfy these guarantees. Management concluded that the likelihood of any significant amounts being paid by our Company under these guarantees is not probable. As of December 31, 2012, we were not directly liable for the debt of any unconsolidated entity, and we did not have any retained or contingent interest in assets as defined above.

Our Company recognizes all derivatives as either assets or liabilities at fair value in our consolidated balance sheets. Refer to Note 5 of Notes to Consolidated Financial Statements.

As of December 31, 2012, the Company had $6,314 million in lines of credit for general corporate purposes. These backup lines of credit expire at various times from 2013 through 2017. There were no borrowings under these backup lines of credit during 2012. These credit facilities are subject to normal banking terms and conditions. Some of the financial arrangements require compensating balances, none of which are presently significant to our Company.

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Aggregate Contractual Obligations

As of December 31, 2012, the Company's contractual obligations, including payments due by period, were as follows (in millions):

	Payments Due by Period
	Total		2013		2014-2015		2016-2017		2018 and Thereafter
Short-term loans and notes payable:1
Commercial paper borrowings	$	16,204	$	16,204	$	—	$	—	$	—
Lines of credit and other short-term borrowings	93		93		—		—		—
Current maturities of long-term debt2	1,490		1,490		—		—		—
Long-term debt, net of current maturities2	14,082		—		4,970		3,048		6,064
Estimated interest payments3	4,477		408		658		562		2,849
Accrued income taxes4	471		471		—		—		—
Purchase obligations5	14,274		9,297		1,481		586		2,910
Marketing obligations6	4,461		2,331		886		554		690
Lease obligations	1,084		273		337		207		267
Held-for-sale obligations7	688		615		58		6		9
Total contractual obligations	$	57,324	$	31,182	$	8,390	$	4,963	$	12,789

¹  Refer to Note 10 of Notes to Consolidated Financial Statements for information regarding short-term loans and notes payable. Upon payment of outstanding commercial paper, we typically issue new commercial paper. Lines of credit and other short-term borrowings are expected to fluctuate depending upon current liquidity needs, especially at international subsidiaries.

²  Refer to Note 10 of Notes to Consolidated Financial Statements for information regarding long-term debt. We will consider several alternatives to settle this long-term debt, including the use of cash flows from operating activities, issuance of commercial paper or issuance of other long-term debt.

³  We calculated estimated interest payments for our long-term fixed-rate debt based on the applicable rates and payment dates. We typically expect to settle such interest payments with cash flows from operating activities and/or short-term borrowings.

⁴  Refer to Note 14 of Notes to Consolidated Financial Statements for information regarding income taxes. As of December 31, 2012, the noncurrent portion of our income tax liability, including accrued interest and penalties related to unrecognized tax benefits, was $410 million, which was not included in the total above. At this time, the settlement period for the noncurrent portion of our income tax liability cannot be determined. In addition, any payments related to unrecognized tax benefits would be partially offset by reductions in payments in other jurisdictions.

⁵  Purchase obligations include agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms, including long-term contractual obligations, open purchase orders, accounts payable and certain accrued liabilities. We expect to fund these obligations with cash flows from operating activities.

⁶  We expect to fund these marketing obligations with cash flows from operating activities.

⁷  Refer to Note 2 of Notes to Consolidated Financial Statements for information regarding the assets and liabilities of our consolidated Philippine and Brazilian bottling operations being classified as held for sale.

The total accrued benefit liability for pension and other postretirement benefit plans recognized as of December 31, 2012, was $3,406 million. Refer to Note 13 of Notes to Consolidated Financial Statements. This amount is impacted by, among other items, pension expense, funding levels, plan amendments, changes in plan demographics and assumptions, and the investment return on plan assets. Because the accrued liability does not represent expected liquidity needs, we did not include this amount in the contractual obligations table.

The Pension Protection Act of 2006 ("PPA") was enacted in August 2006 and established, among other things, new standards for funding of U.S. defined benefit pension plans. We generally expect to fund all future contributions with cash flows from operating activities. Our international pension plans are generally funded in accordance with local laws and income tax regulations.

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As of December 31, 2012, the projected benefit obligation of the U.S. qualified pension plans was $6,604 million, and the fair value of plan assets was $5,549 million. The majority of this underfunding was due to the negative impact that the recent credit crisis and financial system instability had on the value of our pension plan assets and the decrease in the weighted-average discount rate used to calculate the Company's benefit obligation.

As of December 31, 2012, the projected benefit obligation of all pension plans other than the U.S. qualified pension plans was $3,089 million, and the fair value of all other pension plan assets was $2,035 million. The majority of this underfunding is attributable to an international pension plan for certain non-U.S. employees that is unfunded due to tax law restrictions, as well as our unfunded U.S. nonqualified pension plans. These U.S. nonqualified pension plans provide, for certain associates, benefits that are not permitted to be funded through a qualified plan because of limits imposed by the Internal Revenue Code of 1986. The expected benefit payments for these unfunded pension plans are not included in the table above. However, we anticipate annual benefit payments for these unfunded pension plans to be approximately $65 million in 2013 and remain near that level through 2025, decreasing annually thereafter. Refer to Note 13 of Notes to Consolidated Financial Statements.

In 2013, we expect to contribute an additional $640 million to various pension plans. Refer to Note 13 of Notes to Consolidated Financial Statements. We did not include our estimated contributions to our various plans in the table above.

In general, we are self-insured for large portions of many different types of claims; however, we do use commercial insurance above our self-insured retentions to reduce the Company's risk of catastrophic loss. Our reserves for the Company's self-insured losses are estimated through actuarial procedures of the insurance industry and by using industry assumptions, adjusted for our specific expectations based on our claim history. As of December 31, 2012, our self-insurance reserves totaled approximately $508 million. Refer to Note 11 of Notes to Consolidated Financial Statements. We did not include estimated payments related to our self-insurance reserves in the table above.

Deferred income tax liabilities as of December 31, 2012, were $5,312 million. Refer to Note 14 of Notes to Consolidated Financial Statements. This amount is not included in the total contractual obligations table because we believe that presentation would not be meaningful. Deferred income tax liabilities are calculated based on temporary differences between the tax bases of assets and liabilities and their respective book bases, which will result in taxable amounts in future years when the liabilities are settled at their reported financial statement amounts. The results of these calculations do not have a direct connection with the amount of cash taxes to be paid in any future periods. As a result, scheduling deferred income tax liabilities as payments due by period could be misleading, because this scheduling would not relate to liquidity needs.

Foreign Exchange

Our international operations are subject to certain opportunities and risks, including currency fluctuations and governmental actions. We closely monitor our operations in each country and seek to adopt appropriate strategies that are responsive to changing economic and political environments, and to fluctuations in foreign currencies.

In 2012, we used 81 functional currencies. Due to our global operations, weakness in some of these currencies might be offset by strength in others. In 2012, 2011 and 2010, the weighted-average exchange rates for foreign currencies in which the Company conducted operations (all operating currencies), and for certain individual currencies, strengthened (weakened) against the U.S. dollar as follows:

Year Ended December 31,	2012		2011		2010
All operating currencies	(6	)%	6	%	3	%
Brazilian real	(14	)%	5	%	11	%
Mexican peso	(7	)	4		6
Australian dollar	—		14		13
South African rand	(12	)	1		11
British pound	(1	)	4		(2	)
Euro	(9	)	7		(5	)
Japanese yen	2		10		6

These percentages do not include the effects of our hedging activities and, therefore, do not reflect the actual impact of fluctuations in foreign currency exchange rates on our operating results. Our foreign currency management program is designed to mitigate, over time, a portion of the impact of exchange rate changes on our net income and earnings per share. The total currency impact on operating income, including the effect of our hedging activities, was a decrease of approximately 5 percent and an increase of approximately 4 percent in 2012 and 2011, respectively. Based on spot rates as of the beginning of February 2013, our hedging coverage in place, and the impact of Venezuela's currency devaluation discussed below, the Company

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expects currencies to have a 4 percent negative impact on operating income for the first quarter of 2013 and a 1 percent negative impact on operating income for the full year of 2013.

Foreign currency exchange gains and losses are primarily the result of the remeasurement of monetary assets and liabilities from certain currencies into functional currencies. The effects of the remeasurement of these assets and liabilities are partially offset by the impact of our economic hedging program for certain exposures on our consolidated balance sheets. Refer to Note 5 of Notes to Consolidated Financial Statements. Foreign currency exchange gains and losses are included as a component of other income (loss) — net in our consolidated financial statements. Refer to the heading "Operations Review — Other Income (Loss) — Net" above. The Company recorded foreign currency exchange losses of $2 million, $73 million and $148 million in 2012, 2011 and 2010, respectively.

Hyperinflationary Economies

Our Company conducts business in more than 200 countries, some of which have been deemed to be hyperinflationary economies due to excessively high inflation rates in recent years. These economies create financial exposure to the Company.

In 2010, Venezuela was determined to be a hyperinflationary economy, and the Venezuelan government devalued the bolivar by resetting the official rate of exchange (“official rate”) from 2.15 bolivars per U.S. dollar to 2.6 bolivars per U.S. dollar for essential goods and 4.3 bolivars per U.S. dollar for nonessential goods. In order to utilize the official rate, entities must seek approval from the government-operated Foreign Exchange Administration Board (“CADIVI”). In accordance with hyperinflationary accounting under accounting principles generally accepted in the United States, our local subsidiary was required to use the U.S. dollar as its functional currency. As a result, during the first quarter of 2010 we remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar which resulted in a loss of $103 million. The loss was recorded in the line item other income (loss) - net in our consolidated statement of income. We classified the impact of the remeasurement loss in the line item effect of exchange rate changes on cash and cash equivalents in our consolidated statement of cash flows.

In June 2010, the Venezuelan government introduced a newly regulated foreign currency exchange system known as the Transaction System for Foreign Currency Denominated Securities ("SITME"). This system, which was subject to annual limits, enabled entities domiciled in Venezuela to exchange their bolivars to U.S. dollars through authorized financial institutions (commercial banks, savings and lending institutions, etc.).

In December 2010, the Venezuelan government announced that it was eliminating the official rate of 2.6 bolivars per U.S. dollar for essential goods. As a result, the only two exchange rates available for remeasuring bolivar-denominated transactions were the official rate of 4.3 bolivars per U.S. dollar for nonessential goods and the SITME rate. As discussed above, the Company remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar starting on January 1, 2010. Therefore, the elimination of the official rate for essential goods had no impact on the remeasurement of the net assets of our Venezuelan subsidiary.

Subsequent to December 31, 2012, the Venezuelan government devalued its currency further to an official rate of 6.3 bolivars per U.S. dollar. The government also announced that it was discontinuing the SITME foreign exchange system. As a result, the Company will remeasure the net assets of our local subsidiary and recognize the related gains or losses from remeasurement in the line item other income (loss) — net in our consolidated statement of income. Based on the carrying value of our assets and liabilities denominated in Venezuelan bolivar as of December 31, 2012, we anticipate recognizing a remeasurement loss of $100 million to $125 million during the first quarter of 2013.

The Company will continue to use the official rate to remeasure the net assets of our Venezuelan subsidiary. If the official rate devalues further, it would result in our Company recognizing additional foreign currency exchange gains or losses in our consolidated financial statements. As of December 31, 2012, our Venezuelan subsidiary held monetary assets of approximately $450 million and monetary liabilities of approximately $85 million.

In addition to the foreign currency exchange exposure related to our Venezuelan subsidiary's net assets, we also sell concentrate to our bottling partner in Venezuela from outside the country. These sales are denominated in U.S. dollars. If we are unable to utilize a government-approved exchange rate mechanism to settle future concentrate sales to our bottling partner in Venezuela, the Company's outstanding receivables balance related to these sales will continue to increase. In addition, we have certain intangible assets associated with products sold in Venezuela. If the bolivar further devalues, it could result in the impairment of these intangible assets. As of December 31, 2012, the carrying value of our accounts receivable from our bottling partner in Venezuela for these concentrate sales and intangible assets associated with products sold in Venezuela totaled $216 million.

The Company will continue to manage its foreign currency exposure to mitigate, over time, a portion of the impact of exchange rate changes on net income and earnings per share.

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Impact of Inflation and Changing Prices

Inflation affects the way we operate in many markets around the world. In general, we believe that, over time, we are able to increase prices to counteract the majority of the inflationary effects of increasing costs and to generate sufficient cash flows to maintain our productive capability.

Overview of Financial Position

The following table illustrates the change in the individual line items of the Company's consolidated balance sheet (in millions):

December 31,	2012		2011		Increase (Decrease)				Percent Change
			As Adjusted
Cash and cash equivalents	$	8,442	$	12,803	$	(4,361	)		(34	)%
Short-term investments	5,017		1,088		3,929				361
Marketable securities	3,092		144		2,948				2,047
Trade accounts receivable — net	4,759		4,920		(161		)		(3	)
Inventories	3,264		3,092		172				6
Prepaid expenses and other assets	2,781		3,450		(669		)		(19	)
Assets held for sale	2,973		—		2,973				—
Equity method investments	9,216		7,233		1,983				27
Other investments, principally bottling companies	1,232		1,141		91				8
Other assets	3,585		3,495		90				3
Property, plant and equipment — net	14,476		14,939		(463		)		(3	)
Trademarks with indefinite lives	6,527		6,430		97				2
Bottlers' franchise rights with indefinite lives	7,405		7,770		(365		)		(5	)
Goodwill	12,255		12,219		36				0
Other intangible assets	1,150		1,250		(100		)		(8	)
Total assets	$	86,174	$	79,974	$	6,200			8	%
Accounts payable and accrued expenses	$	8,680	$	9,009	$	(329	)		(4	)%
Loans and notes payable	16,297		12,871		3,426				27
Current maturities of long-term debt	1,577		2,041		(464		)		(23	)
Accrued income taxes	471		362		109				30
Liabilities held for sale	796		—		796				—
Long-term debt	14,736		13,656		1,080				8
Other liabilities	5,468		5,420		48				1
Deferred income taxes	4,981		4,694		287				6
Total liabilities	$	53,006	$	48,053	$	4,953			10	%
Net assets	$	33,168	$	31,921	$	1,247		1	4	%

¹  Includes a decrease in net assets of $144 million resulting from foreign currency translation adjustments in various balance sheet accounts.

The table above includes the impact of the following transactions and events:

• Cash and cash equivalents decreased $4,361 million, or 34 percent, primarily due to a change in the Company's overall cash management program which resulted in more of our cash balances being transferred into short-term investments as well as high-quality marketable securities. As a result of this change in strategy, short-term investments increased $3,929 million and marketable securities increased $2,948 million. A majority of the Company's consolidated cash, cash equivalents, short-term investments and marketable securities are held by our foreign subsidiaries.

• Assets held for sale increased $2,973 million due to our consolidated Philippine and Brazilian bottling operations being classified as held for sale. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information on these transactions and their impact on other line items in our consolidated balance sheet as of December 31, 2012.

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• Equity method investments increased $1,983 million, or 27 percent, primarily due to the Company's new investments in Aujan, one of the largest independent beverage companies in the Middle East, and Mikuni, a bottling partner located in Japan. The increase was also due to the impact of the merger of Andina and Polar, foreign currency translation adjustments and additional equity income recorded during 2012.

• Loans and notes payable increased $3,426 million, or 27 percent, primarily due to an increase in the Company's commercial paper balance.

• Liabilities held for sale increased $796 million due to our consolidated Philippine and Brazilian bottling operations being classified as held for sale. Refer to Note 2 of Notes to Consolidated Financial Statements for additional information on these transactions and their impact on other line items in our consolidated balance sheet as of December 31, 2012.

• Long-term debt increased $1,080 million, or 8 percent, primarily due to the Company's issuance of long-term debt during the first quarter of 2012. Refer to the heading "Cash Flows from Financing Activities" above and Note 10 of Notes to Consolidated Financial Statements for additional information on our long-term debt balance.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our Company uses derivative financial instruments primarily to reduce our exposure to adverse fluctuations in foreign currency exchange rates, interest rates, commodity prices and other market risks. We do not enter into derivative financial instruments for trading purposes. As a matter of policy, all of our derivative positions are used to reduce risk by hedging an underlying economic exposure. Because of the high correlation between the hedging instrument and the underlying exposure, fluctuations in the value of the instruments are generally offset by reciprocal changes in the value of the underlying exposure. The Company generally hedges anticipated exposures up to 36 months in advance; however, the majority of our derivative instruments expire within 24 months or less. Virtually all of our derivatives are straightforward over-the-counter instruments with liquid markets.

We monitor our exposure to financial market risks using several objective measurement systems. In prior years, the Company primarily used the value at risk methodology for its quantitative and qualitative disclosures about market risk. However, with the Company's acquisition of CCE's former North America business in 2010, and the related changes to our consolidated balance sheet, the Company has provided a sensitivity analysis to measure our exposure to fluctuations in foreign currency exchange rates, interest rates and commodity prices. Refer to Note 5 of the Notes to Consolidated Financial Statements for additional information about our hedging transactions and derivative financial instruments.

Foreign Currency Exchange Rates

We manage most of our foreign currency exposures on a consolidated basis, which allows us to net certain exposures and take advantage of any natural offsets. In 2012, we used 81 functional currencies and generated $28,285 million of our net operating revenues from operations outside the United States; therefore, weakness in one particular currency might be offset by strength in other currencies over time. We use derivative financial instruments to further reduce our net exposure to foreign currency fluctuations.

Our Company enters into forward exchange contracts and purchases currency options (principally euro and Japanese yen) and collars to hedge certain portions of forecasted cash flows denominated in foreign currencies. Additionally, we enter into forward exchange contracts to offset the earnings impact related to foreign currency fluctuations on certain monetary assets and liabilities. We also enter into forward exchange contracts as hedges of net investments in international operations.

The total notional value of our foreign currency derivatives was $11,148 million and $10,469 million as of December 31, 2012 and 2011, respectively. This total includes derivative instruments that are designated and qualify for hedge accounting as well as economic hedges. The fair value of the contracts that qualify for hedge accounting resulted in an asset of $94 million as of December 31, 2012. At the end of 2012, we estimate that an unfavorable 10 percent change in the foreign currency exchange rates would have eliminated the net unrealized gain and created an unrealized loss of $254 million. The fair value of the contracts that do not qualify for hedge accounting resulted in an asset of $36 million, and we estimate that an unfavorable 10 percent change in rates would have increased our net losses by $372 million. All losses were offset by changes in the underlying hedged item, resulting in no net material impact on earnings.

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Interest Rates

The Company is subject to interest rate volatility with regard to existing and future issuances of debt. We monitor our mix of fixed-rate and variable-rate debt, as well as our mix of short-term debt versus long-term debt. From time to time, we enter into interest rate swap agreements to manage our exposure to interest rate fluctuations.

Based on the Company's variable-rate debt and derivative instruments outstanding as of December 31, 2012, a 1 percentage point increase in interest rates would have increased interest expense by $101 million in 2012. However, this increase in interest expense would have been partially offset by the increase in interest income related to higher interest rates.

In 2012, we changed our overall cash management program and made additional investments in highly liquid debt securities. As a result, we are exposed to interest rate risk related to these investments. These investments are primarily managed by external managers within the guidelines of the Company's investment policy. Our policy requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss. In addition, our policy limits the amount of credit exposure to any one issuer. We estimate that a 1 percent increase in interest rates would result in a $36 million decrease in the fair market value of the portfolio.

Commodity Prices

The Company is subject to market risk with respect to commodity price fluctuations, principally related to our purchases of aluminum and plastic, sweeteners and energy. Whenever possible, we manage our exposure to commodity risks primarily through the use of supplier pricing agreements that enable us to establish the purchase prices for certain inputs that are used in our manufacturing and distribution business. We also use derivative financial instruments to manage our exposure to commodity risks at times. Certain of these derivatives do not qualify for hedge accounting, but they are effective economic hedges that help the Company mitigate the price risk associated with the purchases of materials used in our manufacturing processes and the fuel used to operate our extensive vehicle fleet.

Open commodity derivatives that qualify for hedge accounting had a notional value of $17 million and $26 million as of December 31, 2012 and 2011, respectively. These contracts resulted in a liability of $1 million. The potential change in fair value of these commodity derivative instruments, assuming a 10 percent decrease in underlying commodity prices, would have increased our net loss by $2 million.

Open commodity derivatives that do not qualify for hedge accounting had a notional value of $1,084 million and $1,165 million as of December 31, 2012 and 2011, respectively. These contracts had a fair value of $28 million. The potential change in fair value of these commodity derivative instruments, assuming a 10 percent decrease in underlying commodity prices, would have eliminated our net unrealized gain and created an unrealized loss of $142 million.

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ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

TABLE OF CONTENTS

	Page
Consolidated Statements of Income	79
Consolidated Balance Sheets	81
Consolidated Statements of Cash Flows	82
Consolidated Statements of Shareowners' Equity	83
Notes to Consolidated Financial Statements	84
Report of Management	150
Report of Independent Registered Public Accounting Firm	152
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting	153
Quarterly Data (Unaudited)	154

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THE COCA-COLA COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

Year Ended December 31,	2012		2011		2010
(In millions except per share data)			As Adjusted
NET OPERATING REVENUES	$	48,017	$	46,542	$	35,119
Cost of goods sold	19,053		18,215		12,693
GROSS PROFIT	28,964		28,327		22,426
Selling, general and administrative expenses	17,738		17,422		13,194
Other operating charges	447		732		819
OPERATING INCOME	10,779		10,173		8,413
Interest income	471		483		317
Interest expense	397		417		733
Equity income (loss) — net	819		690		1,025
Other income (loss) — net	137		529		5,185
INCOME BEFORE INCOME TAXES	11,809		11,458		14,207
Income taxes	2,723		2,812		2,370
CONSOLIDATED NET INCOME	9,086		8,646		11,837
Less: Net income attributable to noncontrolling interests	67		62		50
NET INCOME ATTRIBUTABLE TO SHAREOWNERS OF    THE COCA-COLA COMPANY	$	9,019	$	8,584	$	11,787
BASIC NET INCOME PER SHARE1	$	2.00	$	1.88	$	2.55
DILUTED NET INCOME PER SHARE1	$	1.97	$	1.85	$	2.53
AVERAGE SHARES OUTSTANDING	4,504		4,568		4,616
Effect of dilutive securities	80		78		51
AVERAGE SHARES OUTSTANDING ASSUMING DILUTION	4,584		4,646		4,667

¹  Calculated based on net income attributable to shareowners of The Coca-Cola Company.

Refer to Notes to Consolidated Financial Statements.

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THE COCA-COLA COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Year Ended December 31,	2012			2011			2010
(In millions)				As Adjusted
CONSOLIDATED NET INCOME	$	9,086		$	8,646		$	11,837
Other comprehensive income:
Net foreign currency translation adjustment	(182		)	(692		)	(947		)
Net gain (loss) on derivatives	99			145			(120		)
Net unrealized gain (loss) on available-for-sale securities	178			(7		)	102
Net change in pension and other benefit liabilities	(668		)	(763		)	282
TOTAL COMPREHENSIVE INCOME	8,513			7,329			11,154
Less: Comprehensive income (loss) attributable to noncontrolling interests	105			10			38
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO    SHAREOWNERS OF THE COCA-COLA COMPANY	$	8,408		$	7,319		$	11,116

Refer to Notes to Consolidated Financial Statements.

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THE COCA-COLA COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31,	2012			2011
(In millions except par value)				As Adjusted
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	8,442		$	12,803
Short-term investments	5,017			1,088
TOTAL CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS	13,459			13,891
Marketable securities	3,092			144
Trade accounts receivable, less allowances of $53 and $83, respectively	4,759			4,920
Inventories	3,264			3,092
Prepaid expenses and other assets	2,781			3,450
Assets held for sale	2,973			—
TOTAL CURRENT ASSETS	30,328			25,497
EQUITY METHOD INVESTMENTS	9,216			7,233
OTHER INVESTMENTS, PRINCIPALLY BOTTLING COMPANIES	1,232			1,141
OTHER ASSETS	3,585			3,495
PROPERTY, PLANT AND EQUIPMENT — net	14,476			14,939
TRADEMARKS WITH INDEFINITE LIVES	6,527			6,430
BOTTLERS' FRANCHISE RIGHTS WITH INDEFINITE LIVES	7,405			7,770
GOODWILL	12,255			12,219
OTHER INTANGIBLE ASSETS	1,150			1,250
TOTAL ASSETS	$	86,174		$	79,974
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	8,680		$	9,009
Loans and notes payable	16,297			12,871
Current maturities of long-term debt	1,577			2,041
Accrued income taxes	471			362
Liabilities held for sale	796			—
TOTAL CURRENT LIABILITIES	27,821			24,283
LONG-TERM DEBT	14,736			13,656
OTHER LIABILITIES	5,468			5,420
DEFERRED INCOME TAXES	4,981			4,694
THE COCA-COLA COMPANY SHAREOWNERS' EQUITY
Common stock, $0.25 par value; Authorized — 11,200 shares;                Issued — 7,040 and 7,040 shares, respectively	1,760			1,760
Capital surplus	11,379			10,332
Reinvested earnings	58,045			53,621
Accumulated other comprehensive income (loss)	(3,385		)	(2,774		)
Treasury stock, at cost — 2,571 and 2,514 shares, respectively	(35,009		)	(31,304		)
EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	32,790			31,635
EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS	378			286
TOTAL EQUITY	33,168			31,921
TOTAL LIABILITIES AND EQUITY	$	86,174		$	79,974

Refer to Notes to Consolidated Financial Statements.

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THE COCA-COLA COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31,	2012			2011			2010
(In millions)				As Adjusted
OPERATING ACTIVITIES
Consolidated net income	$	9,086		$	8,646		$	11,837
Depreciation and amortization	1,982			1,954			1,443
Stock-based compensation expense	259			354			380
Deferred income taxes	632			1,035			604
Equity (income) loss — net of dividends	(426		)	(269		)	(671		)
Foreign currency adjustments	(130		)	7			151
Significant (gains) losses on sales of assets — net	(98		)	(220		)	(645		)
Other significant (gains) losses — net	—			—			(4,713		)
Other operating charges	166			214			264
Other items	254			(354		)	512
Net change in operating assets and liabilities	(1,080		)	(1,893		)	370
Net cash provided by operating activities	10,645			9,474			9,532
INVESTING ACTIVITIES
Purchases of short-term investments	(9,590		)	(4,057		)	(4,579		)
Proceeds from disposals of short-term investments	5,622			5,647			4,032
Acquisitions and investments	(1,535		)	(977		)	(2,511		)
Purchases of other investments	(5,266		)	(787		)	(132		)
Proceeds from disposals of bottling companies and other investments	2,189			562			972
Purchases of property, plant and equipment	(2,780		)	(2,920		)	(2,215		)
Proceeds from disposals of property, plant and equipment	143			101			134
Other investing activities	(187		)	(93		)	(106		)
Net cash provided by (used in) investing activities	(11,404		)	(2,524		)	(4,405		)
FINANCING ACTIVITIES
Issuances of debt	42,791			27,495			15,251
Payments of debt	(38,573		)	(22,530		)	(13,403		)
Issuances of stock	1,489			1,569			1,666
Purchases of stock for treasury	(4,559		)	(4,513		)	(2,961		)
Dividends	(4,595		)	(4,300		)	(4,068		)
Other financing activities	100			45			50
Net cash provided by (used in) financing activities	(3,347		)	(2,234		)	(3,465		)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND      CASH EQUIVALENTS	(255		)	(430		)	(166		)
CASH AND CASH EQUIVALENTS
Net increase (decrease) during the year	(4,361		)	4,286			1,496
Balance at beginning of year	12,803			8,517			7,021
Balance at end of year	$	8,442		$	12,803		$	8,517

Refer to Notes to Consolidated Financial Statements.

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THE COCA-COLA COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREOWNERS' EQUITY

Year Ended December 31,	2012			2011			2010
(In millions except per share data)				As Adjusted
EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
NUMBER OF COMMON SHARES OUTSTANDING
Balance at beginning of year	4,526			4,583			4,605
Purchases of treasury stock	(121		)	(127		)	(98		)
Treasury stock issued to employees related to stock compensation plans	64			70			76
Balance at end of year	4,469			4,526			4,583
COMMON STOCK	$	1,760		$	1,760		$	1,760
CAPITAL SURPLUS
Balance at beginning of year	10,332			9,177			7,657
Stock issued to employees related to stock compensation plans	640			724			855
Replacement share-based awards issued in connection with an acquisition	—			—			237
Tax benefit (charge) from employees' stock option and restricted stock plans	144			79			48
Stock-based compensation	259			354			380
Other activities	4			(2		)	—
Balance at end of year	11,379			10,332			9,177
REINVESTED EARNINGS
Balance at beginning of year	53,621			49,337			41,618
Net income attributable to shareowners of The Coca-Cola Company	9,019			8,584			11,787
Dividends (per share — $1.02, $0.94 and $0.88 in 2012, 2011 and 2010, respectively)	(4,595		)	(4,300		)	(4,068		)
Balance at end of year	58,045			53,621			49,337
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Balance at beginning of year	(2,774		)	(1,509		)	(838		)
Net other comprehensive income (loss)	(611		)	(1,265		)	(671		)
Balance at end of year	(3,385		)	(2,774		)	(1,509		)
TREASURY STOCK
Balance at beginning of year	(31,304		)	(27,762		)	(25,398		)
Stock issued to employees related to stock compensation plans	786			830			824
Purchases of treasury stock	(4,491		)	(4,372		)	(3,188		)
Balance at end of year	(35,009		)	(31,304		)	(27,762		)
TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF    THE COCA-COLA COMPANY	$	32,790		$	31,635		$	31,003
EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Balance at beginning of year	$	286		$	314		$	547
Net income attributable to noncontrolling interests	67			62			50
Net foreign currency translation adjustment	38			(52		)	(12		)
Dividends paid to noncontrolling interests	(48		)	(38		)	(32		)
Acquisition of interests held by noncontrolling owners	(15		)	—			—
Contributions by noncontrolling interests	—			—			1
Increase due to business combinations	50			—			13
Deconsolidation of certain variable interest entities	—			—			(253		)
TOTAL EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS	$	378		$	286		$	314

Refer to Notes to Consolidated Financial Statements.

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THE COCA-COLA COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1: BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

The Coca-Cola Company is the world's largest beverage company. We own or license and market more than 500 nonalcoholic beverage brands, primarily sparkling beverages but also a variety of still beverages such as waters, enhanced waters, juices and juice drinks, ready-to-drink teas and coffees, and energy and sports drinks. We own and market four of the world's top five nonalcoholic sparkling beverage brands: Coca-Cola, Diet Coke, Fanta and Sprite. Finished beverage products bearing our trademarks, sold in the United States since 1886, are now sold in more than 200 countries.

We make our branded beverage products available to consumers throughout the world through our network of Company-owned or -controlled bottling and distribution operations, bottling partners, distributors, wholesalers and retailers — the world's largest beverage distribution system. Of the approximately 57 billion beverage servings of all types consumed worldwide every day, beverages bearing trademarks owned by or licensed to us account for more than 1.8 billion servings.

On October 2, 2010, we acquired the former North America business of Coca-Cola Enterprises Inc. ("CCE"), one of our major bottlers, consisting of CCE's production, sales and distribution operations in the United States, Canada, the British Virgin Islands, the United States Virgin Islands and the Cayman Islands, and a substantial majority of CCE's corporate segment. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called Coca-Cola Refreshments ("CCR"). In addition, we reshaped our remaining Coca-Cola North America ("CCNA") operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market.

Our Company markets, manufactures and sells:

• beverage concentrates, sometimes referred to as "beverage bases," and syrups, including fountain syrups (we refer to this part of our business as our "concentrate business" or "concentrate operations"); and

• finished sparkling and still beverages (we refer to this part of our business as our "finished product business" or "finished product operations").

Generally, finished product operations generate higher net operating revenues but lower gross profit margins than concentrate operations.

In our concentrate operations, we typically generate net operating revenues by selling concentrates and syrups to authorized bottling and canning operations (to which we typically refer as our "bottlers" or our "bottling partners"). Our bottling partners either combine the concentrates with sweeteners (depending on the product), still water and/or sparkling water, or combine the syrups with sparkling water to produce finished beverages. The finished beverages are packaged in authorized containers bearing our trademarks or trademarks licensed to us — such as cans and refillable and nonrefillable glass and plastic bottles — and are then sold to retailers directly or, in some cases, through wholesalers or other bottlers. Outside the United States, we also sell concentrates for fountain beverages to our bottling partners who are typically authorized to manufacture fountain syrups, which they sell to fountain retailers such as restaurants and convenience stores which use the fountain syrups to produce beverages for immediate consumption, or to fountain wholesalers who in turn sell and distribute the fountain syrups to fountain retailers.

Our finished product operations consist primarily of the production, sales and distribution operations managed by CCR and our Company-owned or -controlled bottling and distribution operations. CCR is included in our North America operating segment, and our Company-owned or -controlled bottling and distribution operations are included in our Bottling Investments operating segment. Our finished product operations generate net operating revenues by selling sparkling beverages and a variety of still beverages, such as juices and juice drinks, energy and sports drinks, ready-to-drink teas and coffees, and certain water products, to retailers or to distributors, wholesalers and bottling partners who distribute them to retailers. In addition, in the United States, we manufacture fountain syrups and sell them to fountain retailers, such as restaurants and convenience stores who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers. In the United States, we authorize wholesalers to resell our fountain syrups through nonexclusive appointments that neither restrict us in setting the prices at which we sell fountain syrups to the wholesalers nor restrict the territories in which the wholesalers may resell in the United States.

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Summary of Significant Accounting Policies

Basis of Presentation

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States. The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements and accompanying notes. Although these estimates are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Furthermore, when testing assets for impairment in future periods, if management uses different assumptions or if different conditions occur, impairment charges may result.

We use the equity method to account for investments in companies, if our investment provides us with the ability to exercise significant influence over operating and financial policies of the investee. Our consolidated net income includes our Company's proportionate share of the net income or loss of these companies. Our judgment regarding the level of influence over each equity method investment includes considering key factors such as our ownership interest, representation on the board of directors, participation in policy-making decisions and material intercompany transactions.

We eliminate from our financial results all significant intercompany transactions, including the intercompany transactions with consolidated variable interest entities ("VIEs") and the intercompany portion of transactions with equity method investees.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The market-related value of assets is used to determine the Company's expected return on assets, a component of our annual pension expense calculation. The Company previously used a smoothing technique to calculate our market-related value of assets, which reflected changes in the fair value over no more than five years. However, we now use the actual fair value of plan assets to determine our expected return on those assets for all of our defined benefit plans. Although both methods are permitted under accounting principles generally accepted in the United States, the Company believes our new methodology is preferable as it accelerates the recognition of gains and losses in the determination of our annual pension expense. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required.

On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

Any prior period amounts that were revised as a result of the changes described above have been labeled "as adjusted" herein. Certain other amounts in the prior years' consolidated financial statements and notes have been revised to conform to the current year presentation.

Principles of Consolidation

Our Company consolidates all entities that we control by ownership of a majority voting interest as well as VIEs for which our Company is the primary beneficiary. Generally, we consolidate only business enterprises that we control by ownership of a majority voting interest. However, there are situations in which consolidation is required even though the usual condition of consolidation (ownership of a majority voting interest) does not apply. Generally, this occurs when an entity holds an interest in another business enterprise that was achieved through arrangements that do not involve voting interests, which results in a disproportionate relationship between such entity's voting interests in, and its exposure to the economic risks and potential rewards of, the other business enterprise. This disproportionate relationship results in what is known as a variable interest, and the entity in which we have the variable interest is referred to as a "VIE." An enterprise must consolidate a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.

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Our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were not determined to be the primary beneficiary. Our variable interests in these VIEs primarily relate to profit guarantees or subordinated financial support. Refer to Note 11. Although these financial arrangements resulted in us holding variable interests in these entities, they did not empower us to direct the activities of the VIEs that most significantly impact the VIEs' economic performance. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $1,776 million and $1,183 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The Company's investments, plus any loans and guarantees, related to these VIEs were not significant to the Company's consolidated financial statements.

In addition, our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were determined to be the primary beneficiary. As a result, we have consolidated these entities. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $234 million and $199 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The assets and liabilities of VIEs for which we are the primary beneficiary were not significant to the Company's consolidated financial statements.

Creditors of our VIEs do not have recourse against the general credit of the Company, regardless of whether they are accounted for as consolidated entities.

Assets and Liabilities Held for Sale

Our Company classifies long-lived assets (disposal groups) to be sold as held for sale in the period in which all of the following criteria are met: management, having the authority to approve the action, commits to a plan to sell the asset (disposal group); the asset (disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets (disposal groups); an active program to locate a buyer and other actions required to complete the plan to sell the asset (disposal group) have been initiated; the sale of the asset (disposal group) is probable, and transfer of the asset (disposal group) is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset (disposal group) beyond one year; the asset (disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

We initially measure a long-lived asset (disposal group) that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset (disposal group) until the date of sale. We assess the fair value of a long-lived asset (disposal group) less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset (disposal group), as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale.

Upon determining that a long-lived asset (disposal group) meets the criteria to be classified as held for sale, the Company reports the assets and liabilities of the disposal group, if material, in the line items assets held for sale and liabilities held for sale, respectively, in our consolidated balance sheet.

Risks and Uncertainties

Factors that could adversely impact the Company's operations or financial results include, but are not limited to, the following: obesity and other health concerns; water scarcity and poor quality; changes in the nonalcoholic beverage business environment and retail landscape; increased competition; increased demand for food products and decreased agricultural productivity; consolidation in the retail channel or the loss of key retail or foodservice customers; an inability to expand operations in developing and emerging markets; fluctuations in foreign currency exchange rates; interest rate increases; an inability to maintain good relationships with our bottling partners; a deterioration in our bottling partners' financial condition; increases in income tax rates, changes in income tax laws or unfavorable resolution of tax matters; increased or new indirect taxes in the United States or in other major markets; increased cost, disruption of supply or shortage of energy or fuels; increased cost, disruption of supply or shortage of ingredients, other raw materials or packaging materials; changes in laws and regulations relating to beverage containers and packaging; significant additional labeling or warning requirements or limitations on the availability of our products; an inability to protect our information systems against service interruption, misappropriation of data or breaches of security; unfavorable general economic conditions in the United States; unfavorable economic and political conditions in international markets; litigation or legal proceedings; adverse weather conditions; climate change; damage to our brand image and corporate reputation from negative publicity related to product safety or quality, human and workplace rights, obesity or other issues, even if unwarranted; changes in, or failure to comply with, the laws and regulations applicable to our products or our business operations; changes in accounting standards; an inability to achieve our overall long-term goals; continuing uncertainty in the global credit markets; one or more of our counterparty financial institutions defaulting on their

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obligations to us or failing; an inability to realize additional benefits targeted by our productivity and reinvestment program; an inability to renew collective bargaining agreements on satisfactory terms, or we or our bottling partners experience strikes, work stoppages or labor unrest; future impairment charges; future multi-employer plan withdrawal liabilities; an inability to successfully integrate and manage our Company-owned or -controlled bottling operations; and global or regional catastrophic events.

Our Company monitors our operations with a view to minimizing the impact to our overall business that could arise as a result of the risks and uncertainties inherent in our business.

Revenue Recognition

Our Company recognizes revenue when persuasive evidence of an arrangement exists, delivery of products has occurred, the sales price charged is fixed or determinable, and collectibility is reasonably assured. For our Company, this generally means that we recognize revenue when title to our products is transferred to our bottling partners, resellers or other customers. In particular, title usually transfers upon shipment to or receipt at our customers' locations, as determined by the specific sales terms of the transactions. Our sales terms do not allow for a right of return except for matters related to any manufacturing defects on our part.

Deductions from Revenue

Our customers can earn certain incentives including, but not limited to, cash discounts, funds for promotional and marketing activities, volume-based incentive programs and support for infrastructure programs. The costs associated with these incentives are included in deductions from revenue, a component of net operating revenues in our consolidated statements of income. For customer incentives that must be earned, management must make estimates related to the contractual terms, customer performance and sales volume to determine the total amounts earned and to be recorded in deductions from revenue. In making these estimates, management considers past results. The actual amounts ultimately paid may be different from our estimates.

In some situations, the Company may determine it to be advantageous to make advance payments to specific customers to fund certain marketing activities intended to generate profitable volume and/or invest in infrastructure programs with our bottlers that are directed at strengthening our bottling system and increasing unit case volume. The Company also makes advance payments to certain customers for distribution rights. The advance payments made to customers are initially capitalized and included in our consolidated balance sheets in prepaid expenses and other assets and noncurrent other assets, depending on the duration of the agreements. The assets are amortized over the applicable periods and included in deductions from revenue. The duration of these agreements typically ranges from 4 to 10 years.

Amortization expense for infrastructure programs was $86 million, $90 million and $137 million in 2012, 2011 and 2010, respectively. The aggregate deductions from revenue recorded by the Company in relation to these programs, including amortization expense on infrastructure programs, were $6.1 billion, $5.8 billion and $5.0 billion in 2012, 2011 and 2010, respectively.

Advertising Costs

Our Company expenses production costs of print, radio, television and other advertisements as of the first date the advertisements take place. All other marketing expenditures are expensed in the annual period in which the expenditure is incurred. Advertising costs included in the line item selling, general and administrative expenses in our consolidated statements of income were $3.3 billion, $3.3 billion and $2.9 billion in 2012, 2011 and 2010, respectively. As of December 31, 2012 and 2011, advertising and production costs of $295 million and $349 million, respectively, were primarily recorded in the line item prepaid expenses and other assets in our consolidated balance sheets.

For interim reporting purposes, we allocate our estimated full year marketing expenditures that benefit multiple interim periods to each of our interim reporting periods. We use the proportion of each interim period's actual unit case volume to the estimated full year unit case volume as the basis for the allocation. This methodology results in our marketing expenditures being recognized at a standard rate per unit case. At the end of each interim reporting period, we review our estimated full year unit case volume and our estimated full year marketing expenditures in order to evaluate if a change in estimate is necessary. The impact of any changes in these full year estimates is recognized in the interim period in which the change in estimate occurs. Our full year marketing expenditures are not impacted by this interim accounting policy.

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Shipping and Handling Costs

Shipping and handling costs related to the movement of finished goods from manufacturing locations to our sales distribution centers are included in the line item cost of goods sold in our consolidated statements of income. Shipping and handling costs incurred to move finished goods from our sales distribution centers to customer locations are included in the line item selling, general and administrative expenses in our consolidated statements of income. As a result of our acquisition of CCE's former North America business, the amount of shipping and handling costs recorded in the line item selling, general and administrative expenses increased significantly in 2011 when compared to 2010. During the years endedDecember 31, 2012 and 2011, the Company recorded shipping and handling costs of $2.8 billion and $2.4 billion, respectively, in the line item selling, general and administrative expenses. Our customers do not pay us separately for shipping and handling costs related to finished goods.

Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted net income per share is computed similarly to basic net income per share, except that it includes the potential dilution that could occur if dilutive securities were exercised. Approximately 34 million, 32 million (as adjusted) and 77 million (as adjusted) stock option awards were excluded from the computations of diluted net income per share in 2012, 2011 and 2010, respectively, because the awards would have been antidilutive for the years presented.

Cash Equivalents

We classify time deposits and other investments that are highly liquid and have maturities of three months or less at the date of purchase as cash equivalents. We manage our exposure to counterparty credit risk through specific minimum credit standards, diversification of counterparties and procedures to monitor our credit risk concentrations.

Short-Term Investments

We classify time deposits and other investments that have maturities of greater than three months but less than one year as short-term investments.

Investments in Equity and Debt Securities

We use the equity method to account for our investments in equity securities if our investment gives us the ability to exercise significant influence over operating and financial policies of the investee. We include our proportionate share of earnings and/or losses of our equity method investees in equity income (loss) — net in our consolidated statements of income. The carrying value of our equity investments is reported in equity method investments in our consolidated balance sheets. Refer to Note 6.

We account for investments in companies that we do not control or account for under the equity method either at fair value or under the cost method, as applicable. Investments in equity securities are carried at fair value if the fair value of the security is readily determinable. Equity investments carried at fair value are classified as either trading or available-for-sale securities with their cost basis determined by the specific identification method. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in other income (loss) — net in our consolidated statements of income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of accumulated other comprehensive income (loss) ("AOCI"). Trading securities are reported as either marketable securities or other assets in our consolidated balance sheets. Securities classified as available-for-sale are reported as either marketable securities, other investments or other assets in our consolidated balance sheets, depending on the length of time we intend to hold the investment. Refer to Note 3.

Investments in equity securities that we do not control or account for under the equity method and do not have readily determinable fair values are accounted for under the cost method. Cost method investments are originally recorded at cost, and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets, and dividend income from cost method investments is reported in the line item other income (loss) — net in our consolidated statements of income.

Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale.

Each reporting period we review all of our investments in equity and debt securities, except for those classified as trading, to determine whether a significant event or change in circumstances has occurred that may have an adverse effect on the fair value of each investment. When such events or changes occur, we evaluate the fair value compared to our cost basis in the investment. We also perform this evaluation every reporting period for each investment for which our cost basis exceeded the fair value in the prior period. The fair values of most of our investments in publicly traded companies are often readily available

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based on quoted market prices. For investments in nonpublicly traded companies, management's assessment of fair value is based on valuation methodologies including discounted cash flows, estimates of sales proceeds and appraisals, as appropriate. We consider the assumptions that we believe hypothetical marketplace participants would use in evaluating estimated future cash flows when employing the discounted cash flow or estimates of sales proceeds valuation methodologies.

In the event the fair value of an investment declines below our cost basis, management determines if the decline in fair value is other than temporary. If management determines the decline is other than temporary, an impairment charge is recorded. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis, the financial condition and near-term prospects of the issuer, and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value.

Trade Accounts Receivable

We record trade accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts to reflect any loss anticipated on the trade accounts receivable balances and charged to the provision for doubtful accounts. We calculate this allowance based on our history of write-offs, the level of past-due accounts based on the contractual terms of the receivables, and our relationships with, and the economic status of, our bottling partners and customers. We believe our exposure to concentrations of credit risk is limited due to the diverse geographic areas covered by our operations. Activity in the allowance for doubtful accounts was as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	83		$	48		$	55
Net charges to costs and expenses	5			56			21
Write-offs	(19		)	(12		)	(18		)
Other1	(16		)	(9		)	(10		)
Balance at end of year	$	53		$	83		$	48

¹  Other includes acquisitions, divestitures, foreign currency translation and the impact of transferring the assets of our consolidated Philippine and Brazilian bottling operations to assets held for sale.

A significant portion of our net operating revenues and corresponding accounts receivable is derived from sales of our products in international markets. Refer to Note 19. We also generate a significant portion of our net operating revenues by selling concentrates and syrups to bottlers in which we have a noncontrolling interest, including Coca-Cola Hellenic Bottling Company S.A. ("Coca-Cola Hellenic"), Coca-Cola FEMSA, S.A.B. de C.V. ("Coca-Cola FEMSA") and Coca-Cola Amatil Limited ("Coca-Cola Amatil"). Refer to Note 6.

Inventories

Inventories consist primarily of raw materials and packaging (which includes ingredients and supplies) and finished goods (which include concentrates and syrups in our concentrate operations, and finished beverages in our finished product operations). Inventories are valued at the lower of cost or market. We determine cost on the basis of the average cost or first-in, first-out methods. Refer to Note 4.

Derivative Instruments

Our Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risks managed by the Company through the use of derivative instruments are foreign currency exchange rate risk, commodity price risk and interest rate risk. All derivatives are carried at fair value in our consolidated balance sheets in the line items prepaid expenses and other assets or accounts payable and accrued expenses, as applicable. The cash flow impact of the Company's derivative instruments is primarily included in our consolidated statements of cash flows in net cash provided by operating activities. Refer to Note 5.

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Property, Plant and Equipment

Property, plant and equipment are stated at cost. Repair and maintenance costs that do not improve service potential or extend economic life are expensed as incurred. Depreciation is recorded principally by the straight-line method over the estimated useful lives of our assets, which are reviewed periodically and generally have the following ranges: buildings and improvements: 40 years or less; and machinery, equipment and vehicle fleet: 20 years or less. Land is not depreciated, and construction in progress is not depreciated until ready for service. Leasehold improvements are amortized using the straight-line method over the shorter of the remaining lease term, including renewals that are deemed to be reasonably assured, or the estimated useful life of the improvement. Depreciation is not recorded during the period in which a long-lived asset (disposal group) is classified as held for sale, even if the asset (disposal group) continues to generate revenue during the period. Depreciation expense, including the depreciation expense of assets under capital lease, totaled $1,704 million, $1,654 million and $1,188 million in 2012, 2011 and 2010, respectively. Amortization expense for leasehold improvements totaled $19 million, $18 million and $16 million in 2012, 2011 and 2010, respectively.

Certain events or changes in circumstances may indicate that the recoverability of the carrying amount of property, plant and equipment should be assessed, including, among others, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. We use a variety of methodologies to determine the fair value of property, plant and equipment, including appraisals and discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use. Refer to Note 7.

Goodwill, Trademarks and Other Intangible Assets

We classify intangible assets into three categories: (1) intangible assets with definite lives subject to amortization, (2) intangible assets with indefinite lives not subject to amortization and (3) goodwill. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, the Company's long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, primarily on a straight-line basis, over their useful lives, generally ranging from 1 to 20 years. Refer to Note 8.

When facts and circumstances indicate that the carrying value of definite-lived intangible assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of sales volume and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount of the asset (or asset group) exceeds the fair value. We use a variety of methodologies to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use.

We test intangible assets determined to have indefinite useful lives, including trademarks, franchise rights and goodwill, for impairment annually, or more frequently if events or circumstances indicate that assets might be impaired. Our Company performs these annual impairment reviews as of the first day of our third fiscal quarter. We use a variety of methodologies in conducting impairment assessments of indefinite-lived intangible assets, including, but not limited to, discounted cash flow models, which are based on the assumptions we believe hypothetical marketplace participants would use. For indefinite-lived intangible assets, other than goodwill, if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess.

The Company has the option to perform a qualitative assessment of indefinite-lived intangible assets, other than goodwill, prior to completing the impairment test described above. The Company must assess whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that this is the case, it must perform the testing described above. Otherwise, the Company does not need to perform any further assessment. During 2012, the Company only performed qualitative assessments on less than 10 percent of our indefinite-lived intangible assets balance.

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We perform impairment tests of goodwill at our reporting unit level, which is one level below our operating segments. Our operating segments are primarily based on geographic responsibility, which is consistent with the way management runs our business. Our operating segments are subdivided into smaller geographic regions or territories that we sometimes refer to as "business units." These business units are also our reporting units. The Bottling Investments operating segment includes all Company-owned or consolidated bottling operations, regardless of geographic location, except for bottling operations managed by CCR, which are included in our North America operating segment. Generally, each Company-owned or consolidated bottling operation within our Bottling Investments operating segment is its own reporting unit. Goodwill is assigned to the reporting unit or units that benefit from the synergies arising from each business combination.

The goodwill impairment test consists of a two-step process, if necessary. The first step is to compare the fair value of a reporting unit to its carrying value, including goodwill. We typically use discounted cash flow models to determine the fair value of a reporting unit. The assumptions used in these models are consistent with those we believe hypothetical marketplace participants would use. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment test must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit's goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill.

The Company has the option to perform a qualitative assessment of goodwill prior to completing the two-step process described above to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill and other intangible assets. If the Company concludes that this is the case, it must perform the two-step process. Otherwise, the Company will forego the two-step process and does not need to perform any further testing. During 2012, the Company only performed qualitative assessments on less than 10 percent of our consolidated goodwill balance.

Impairment charges related to intangible assets are generally recorded in the line item other operating charges or, to the extent they relate to equity method investees, in the line item equity income (loss) — net in our consolidated statements of income.

Contingencies

Our Company is involved in various legal proceedings and tax matters. Due to their nature, such legal proceedings and tax matters involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions. Management assesses the probability of loss for such contingencies and accrues a liability and/or discloses the relevant circumstances, as appropriate. Refer to Note 11.

Stock-Based Compensation

Our Company currently sponsors stock option plans and restricted stock award plans. The fair value of our stock option grants is estimated on the grant date using a Black-Scholes-Merton option-pricing model. The Company recognizes compensation expense on a straight-line basis over the period the grant is earned by the employee, generally four years.

The fair value of our restricted stock awards is the quoted market value of the Company's stock on the grant date less the present value of the expected dividends not received during the relevant holding period. In the period it becomes probable that the minimum performance criteria specified in the restricted stock award plan will be achieved, we recognize expense for the proportionate share of the total fair value of the award related to the vesting period that has already lapsed. The remaining cost of the award is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that we will achieve the minimum performance criteria specified in the plan, we reverse all of the previously recognized compensation expense in the period such a determination is made. Refer to Note 12.

Pension and Other Postretirement Benefit Plans

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates and participate in multi-employer pension plans in the United States. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States. Refer to Note 13.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The market-related value of assets is used to determine the Company's expected return on assets, a component of our annual pension expense calculation. The Company previously used a smoothing technique to calculate our market-related value of assets, which reflected changes in the fair value over no more than five years. However, we now use the actual fair value of plan assets to determine our expected return on those assets for all of our defined benefit plans. Although both methods are permitted under accounting principles generally accepted in the United States, the Company believes our new methodology is preferable as it accelerates the recognition of gains and losses in the determination of our annual pension expense.

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The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required. The cumulative effect of this change on retained earnings as of January 1, 2011, was an increase of $59 million, with an offset to AOCI. The impact of this change on the Company's income before income taxes was an increase of $4 million and $19 million and a decrease of $36 million during the years endedDecember 31, 2012, 2011 and 2010, respectively. The impact on the Company's earnings per share was not significant for any of the financial statement periods presented in this report.

Income Taxes

Income tax expense includes United States, state, local and international income taxes, plus a provision for U.S. taxes on undistributed earnings of foreign subsidiaries not deemed to be indefinitely reinvested. Deferred tax assets and liabilities are recognized for the tax consequences of temporary differences between the financial reporting basis and the tax basis of existing assets and liabilities. The tax rate used to determine the deferred tax assets and liabilities is the enacted tax rate for the year and manner in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than not be realized. The Company records taxes that are collected from customers and remitted to governmental authorities on a net basis in our consolidated statements of income.

The Company is involved in various tax matters, with respect to some of which the outcome is uncertain. We establish reserves to remove some or all of the tax benefit of any of our tax positions at the time we determine that it becomes uncertain based upon one of the following conditions: (1) the tax position is not "more likely than not" to be sustained, (2) the tax position is "more likely than not" to be sustained, but for a lesser amount, or (3) the tax position is "more likely than not" to be sustained, but not in the financial period in which the tax position was originally taken. For purposes of evaluating whether or not a tax position is uncertain, (1) we presume the tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information; (2) the technical merits of a tax position are derived from authorities such as legislation and statutes, legislative intent, regulations, rulings and case law and their applicability to the facts and circumstances of the tax position; and (3) each tax position is evaluated without consideration of the possibility of offset or aggregation with other tax positions taken. A number of years may elapse before a particular uncertain tax position is audited and finally resolved or when a tax assessment is raised. The number of years subject to tax assessments varies depending on the tax jurisdiction. The tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears under any one of the following conditions: (1) the tax position is "more likely than not" to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. Refer to Note 14.

Translation and Remeasurement

We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies to U.S. dollars at the appropriate spot rates as of the balance sheet date. Generally, our foreign subsidiaries use the local currency as their functional currency. Changes in the carrying value of these assets and liabilities attributable to fluctuations in spot rates are recognized in foreign currency translation adjustment, a component of AOCI. Refer to Note 15. Income statement accounts are translated using the monthly average exchange rates during the year.

Monetary assets and liabilities denominated in a currency that is different from a reporting entity's functional currency must first be remeasured from the applicable currency to the legal entity's functional currency. The effect of this remeasurement process is recognized in the line item other income (loss) — net in our consolidated statements of income and is partially offset by the impact of our economic hedging program for certain exposures on our consolidated balance sheets. Refer to Note 5.

Hyperinflationary Economies

A hyperinflationary economy is one that has cumulative inflation of approximately 100 percent or more over a three-year period. Effective January 1, 2010, Venezuela was determined to be a hyperinflationary economy, and the Venezuelan government devalued the bolivar by resetting the official rate of exchange ("official rate") from 2.15 bolivars per U.S. dollar to 2.6 bolivars per U.S. dollar for essential goods and 4.3 bolivars per U.S. dollar for nonessential goods. In accordance with hyperinflationary accounting under accounting principles generally accepted in the United States, our local subsidiary was required to use the U.S. dollar as its functional currency. As a result, we remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar, which resulted in a loss of $103 million during the first quarter of 2010. The loss was recorded in the line item other income (loss) - net in our consolidated statement of income. We classified the impact of the remeasurement loss in the line item effect of exchange rate changes on cash and cash equivalents in our consolidated statement of cash flows.

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In June 2010, the Venezuelan government introduced a newly regulated foreign currency exchange system known as the Transaction System for Foreign Currency Denominated Securities ("SITME"). This system, which was subject to annual limits, enabled entities domiciled in Venezuela to exchange their bolivars to U.S. dollars through authorized financial institutions (commercial banks, savings and lending institutions, etc.).

In December 2010, the Venezuelan government announced that it was eliminating the official rate of 2.6 bolivars per U.S. dollar for essential goods. As a result, the only two exchange rates available for remeasuring bolivar-denominated transactions as of December 31, 2010, were the official rate of 4.3 bolivars per U.S. dollar and the SITME rate. As discussed above, the Company remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar starting on January 1, 2010. Therefore, the elimination of the official rate for essential goods had no impact on the remeasurement of the net assets of our Venezuelan subsidiary.

Subsequent to December 31, 2012, the Venezuelan government devalued its currency further to an official rate of 6.3 bolivars per U.S. dollar. The government also announced that it was discontinuing the SITME foreign exchange system. As a result, the Company will remeasure the net assets of our local subsidiary and recognize the related gains or losses from remeasurement in the line item other income (loss) — net in our consolidated statement of income. Based on the carrying value of our assets and liabilities denominated in Venezuelan bolivar as of December 31, 2012, we anticipate recognizing a remeasurement loss of $100 million to $125 million during the first quarter of 2013.

The Company will continue to use the official rate to remeasure the net assets of our Venezuelan subsidiary. If the official rate devalues further, it would result in our Company recognizing additional foreign currency exchange gains or losses in our consolidated financial statements. As of December 31, 2012, our Venezuelan subsidiary held monetary assets of approximately $450 million and monetary liabilities of approximately $85 million.

In addition to the foreign currency exchange exposure related to our Venezuelan subsidiary's net assets, we also sell concentrate to our bottling partner in Venezuela from outside the country. These sales are denominated in U.S. dollars. If we are unable to utilize a government-approved exchange rate mechanism for future concentrate sales to our bottling partner in Venezuela, the amount of receivables related to these sales will increase. In addition, we have certain intangible assets associated with products sold in Venezuela. If the bolivar further devalues, it could result in the impairment of these intangible assets. As of December 31, 2012, the carrying value of our accounts receivable from our bottling partner in Venezuela and intangible assets associated with products sold in Venezuela was $216 million.

Recently Issued Accounting Guidance

In June 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2011-05 which requires companies to present net income and other comprehensive income in one continuous statement or in two separate, but consecutive, statements. In addition, ASU 2011-05 eliminates the option for companies to present the components of other comprehensive income as part of the statement of changes in shareowners' equity. In December 2011, the FASB issued ASU 2011-12 which deferred the requirement to present components of reclassifications of other comprehensive income on the face of the income statement. The Company adopted the non-deferred provisions of ASU 2011-05 as of January 1, 2012, which did not have a material impact on our consolidated financial statements.

In February 2013, the FASB issued ASU 2013-02 which requires companies to provide information about the amounts reclassified out of AOCI by component. In addition, companies are required to present, either on the face of the statement where net income is presented or in the accompanying notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the amount reclassified is required to be reclassified to net income in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, companies are required to cross-reference to other disclosures that provide additional detail on those amounts. ASU 2013-02 is effective prospectively for reporting periods beginning after December 15, 2012.

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NOTE 2: ACQUISITIONS AND DIVESTITURES

Acquisitions

During 2012, cash payments related to the Company's acquisition and investment activities totaled $1,535 million. These payments were primarily related to the following: our investments in the existing beverage business of Aujan Industries Company J.S.C. ("Aujan"), one of the largest independent beverage companies in the Middle East; our investment in Mikuni Coca-Cola Bottling Co., Ltd. ("Mikuni"), a bottling partner located in Japan; our acquisition of Sacramento Coca-Cola Bottling Co., Inc. ("Sacramento bottler"); and our acquisition of bottling operations in Vietnam, Cambodia and Guatemala. The Company's investment in Mikuni is being accounted for under the equity method of accounting.

The Company's investments in Aujan include an ownership interest of 50 percent in the Aujan entity that holds the rights to Aujan-owned brands in certain territories and an ownership interest of 49 percent in Aujan's bottling and distribution operations in certain territories. The Company completed the transaction for $980 million in total value, of which $820 million was paid in cash by the Company and the remainder was composed of the Company's proportionate share of underlying debt in the acquired entities. The Company's investments in Aujan are being accounted for under the equity method of accounting.

During 2011, cash payments related to the Company's acquisition and investment activities totaled $977 million. These payments were primarily related to the acquisitions of Great Plains Coca-Cola Bottling Company ("Great Plains") and Honest Tea, Inc. ("Honest Tea"), and an additional investment in Coca-Cola Central Japan Company ("Central Japan"). In addition, the Company's acquisition and investment activities during 2011 included immaterial cash payments for the finalization of working capital adjustments related to our acquisition of CCE's former North America business. Refer to our discussion of this transaction below.

The Company acquired Great Plains on December 30, 2011. The total purchase price for the Great Plains acquisition was approximately $360 million, of which $321 million was paid at closing. The purchase price was primarily allocated to property, plant and equipment, identifiable intangible assets and goodwill. The Company finalized our purchase accounting for Great Plains during the fourth quarter of 2012.

During 2011, the Company also acquired the remaining ownership interest of Honest Tea not already owned by the Company. Prior to the Company acquiring the remaining ownership interest of Honest Tea, we accounted for our investment under the equity method of accounting. We remeasured our equity interest in Honest Tea to fair value upon the close of the transaction. The resulting gain on the remeasurement was not significant to our consolidated financial statements. The Company finalized our purchase accounting for Honest Tea during the fourth quarter of 2011.

In December 2011, the Company acquired an additional minority interest in Central Japan. As a result, the Company began to account for our investment in Central Japan under the equity method of accounting beginning in December 2011.

During 2010, cash payments related to the Company's acquisition and investment activities totaled $2,511 million. These payments were primarily related to the Company's acquisition of CCE's former North America business and the acquisition of certain distribution rights from Dr Pepper Snapple Group, Inc. ("DPS"). See the relevant sections below for further discussion of these transactions.

In addition to the transactions listed in the preceding paragraph, our acquisition and investment activities during 2010 also included the acquisition of OAO Nidan Juices ("Nidan"), a Russian juice company, and an additional investment in Fresh Trading Ltd. ("innocent"). Total consideration for the Nidan acquisition was approximately $276 million, which was primarily allocated to property, plant and equipment, identifiable intangible assets and goodwill. The Company finalized our purchase accounting for Nidan in the third quarter of 2011. Under the terms of the agreement for our additional investment in innocent, we have a series of outstanding put and call options with the existing shareowners of innocent for the Company to potentially acquire the remaining shares not already owned by the Company. The put and call options are exercisable in stages between 2013 and 2014. The Company anticipates acquiring the majority of the remaining outstanding shares in the second quarter of 2013. Currently, innocent's founders maintain operational control of the business, and we account for our investment under the equity method of accounting.

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Acquisition of Coca-Cola Enterprises Inc.'s Former North America Business

Pursuant to the terms of the business separation and merger agreement entered into on February 25, 2010, as amended (the "merger agreement"), on October 2, 2010 (the "acquisition date"), we acquired CCE's former North America business. We believe this acquisition will result in an evolved franchise system that will enable us to better serve the unique needs of the North American market. The creation of a unified operating system will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. Refer to Note 18 for information related to the Company's integration initiatives associated with this acquisition.

Under the terms of the merger agreement, the Company acquired the 67 percent of CCE's former North America business that was not already owned by the Company for consideration that included: (1) the Company's 33 percent indirect ownership interest in CCE's European operations; (2) cash consideration; and (3) replacement awards issued to certain current and former employees of CCE's corporate operations and former North America business. At closing, CCE shareowners other than the Company exchanged their CCE common stock for common stock in a new entity, which was renamed Coca-Cola Enterprises, Inc. (which is referred to herein as "New CCE") and which continues to hold the European operations held by CCE prior to the acquisition. At closing, New CCE became 100 percent owned by shareowners that held shares of common stock of CCE immediately prior to the closing, other than the Company. As a result of this transaction, the Company does not own any interest in New CCE.

As of October 1, 2010, our Company owned 33 percent of the outstanding common stock of CCE. Based on the closing price of CCE's common stock on the last day of trading prior to the acquisition date, the fair value of our investment in CCE was $5,373 million, which reflected the fair value of our ownership in both CCE's European operations and former North America business. We remeasured our equity interest in CCE to fair value upon the close of the transaction. As a result, we recognized a gain of $4,978 million, which was classified in the line item other income (loss) — net in our consolidated statement of income. The gain included a $137 million reclassification adjustment related to foreign currency translation gains recognized upon the disposal of our indirect investment in CCE's European operations. The Company relinquished its indirect ownership interest in CCE's European operations to New CCE as part of the consideration to acquire the 67 percent of CCE's former North America business that was not already owned by the Company.

Although the CCE transaction was structured to be primarily cashless, under the terms of the merger agreement, we agreed to assume $8.9 billion of CCE debt. In the event the actual CCE debt on the acquisition date was less than the agreed amount, we agreed to make a cash payment to New CCE for the difference. As of the acquisition date, the debt assumed by the Company was $7.9 billion. The total cash consideration paid to New CCE as part of the transaction was $1.4 billion, which included $1.0 billion related to the debt shortfall. In addition, the cash consideration paid to New CCE included amounts related to working capital adjustments which were finalized in 2011.

Under the terms of the merger agreement, the Company replaced share-based payment awards for certain current and former employees of CCE's corporate operations and former North America business. The following table provides a list of all replacement awards and the estimated fair value of those awards issued in conjunction with our acquisition of CCE's former North America business (in millions):

	Number of Shares, Options and Units Issued	Fair Value
	As Adjusted
Performance share units	3.3	$	192
Stock options	9.6	109
Restricted share units	1.6	50
Restricted stock	0.4	12
Total	14.9	$	363

The portion of the fair value of the replacement awards related to services provided prior to the business combination was included in the total purchase price. The portion of the fair value associated with future service is recognized as expense over the future service period, which varies by award. The Company determined that $237 million ($154 million net of tax) of the replacement awards was related to services rendered prior to the business combination.

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Each CCE performance share unit ("PSU") replaced by the Company was converted at 100 percent of target into an adjusted PSU of The Coca-Cola Company, determined by multiplying the number of shares of each PSU by an exchange ratio (the "closing exchange ratio") equal to the closing price of a share of CCE common stock on the last day of trading prior to the acquisition date divided by the closing price of the Company's common stock on the same day. At the time we issued these replacement PSUs, they were subject to the same vesting conditions and other terms applicable to the CCE PSUs immediately prior to the closing date. However, in the fourth quarter of 2010, the Company modified primarily all of these PSUs to eliminate the remaining holding period, which resulted in $74 million of accelerated expense. Refer to Note 12 for additional information.

Each CCE stock option replaced by the Company was converted into an adjusted stock option of The Coca-Cola Company to acquire a number of shares of Coca-Cola common stock, determined by multiplying the number of shares of CCE common stock subject to the CCE stock option by the closing exchange ratio. The exercise price per share of the replacement awards was equal to the per share exercise price of the CCE stock option divided by the closing exchange ratio. All of the replacement stock options are subject to the same vesting conditions and other terms applicable to the CCE stock options immediately prior to the closing date. Refer to Note 12 for additional information.

Each CCE restricted share unit ("RSU") replaced by the Company was converted into an adjusted RSU of The Coca-Cola Company, determined by multiplying the number of shares of each RSU by the closing exchange ratio. All of the replacement RSUs are subject to the same vesting conditions and other terms applicable to the CCE RSUs immediately prior to the closing date. Refer to Note 12 for additional information.

Each share of CCE restricted stock replaced by the Company was converted into an adjusted share of restricted stock of The Coca-Cola Company, determined by multiplying the number of shares of CCE restricted stock by the closing exchange ratio. All of the replacement shares of restricted stock are subject to the same vesting conditions and other terms applicable to the CCE shares of restricted stock immediately prior to the closing date. Refer to Note 12 for additional information.

The following table reconciles the total purchase price of the Company's acquisition of CCE's former North America business, including adjustments recorded as part of the Company's purchase accounting (in millions):

	October 2, 2010
Fair value of our equity investment in CCE1	$	5,373
Cash consideration2	1,368
Fair value of share-based payment awards3	154
Total purchase price	$	6,895

¹  Represents the fair value of our 33 percent ownership interest in the outstanding common stock of CCE based on the closing price of CCE's common stock on the last day the New York Stock Exchange was open prior to the acquisition date. The fair value reflects our indirect ownership interest in both CCE's European operations and former North America business.

²  Primarily related to the debt shortfall and working capital adjustments.

³  Represents the portion of the total fair value of the replacement awards associated with services rendered prior to the business combination, net of tax.

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The following table presents the final allocation of the purchase price by major class of assets and liabilities (in millions) as of the acquisition date, as well as adjustments made during 2011 (referred to as "measurement period adjustments"):

	Amounts Recognized as of Acquisition Date1			Measurement Period Adjustments2			Amounts Recognized as of Acquisition Date (as Adjusted)
Cash and cash equivalents	$	49		$	—		$	49
Marketable securities	7			—			7
Trade accounts receivable3	1,194			—			1,194
Inventories	696			—			696
Other current assets4	744			(5		)	739
Property, plant and equipment4	5,385			(682		)	4,703
Bottlers' franchise rights with indefinite lives4,5	5,100			100			5,200
Other intangible assets4,6	1,032			45			1,077
Other noncurrent assets	261			—			261
Total identifiable assets acquired	$	14,468		$	(542	)	$	13,926
Accounts payable and accrued expenses4	1,826			8			1,834
Loans and notes payable7	266			—			266
Long-term debt7	9,345			—			9,345
Pension and other postretirement liabilities8	1,313			—			1,313
Other noncurrent liabilities4,9	2,603			(293		)	2,310
Total liabilities assumed	$	15,353		$	(285	)	$	15,068
Net liabilities assumed	(885		)	(257		)	(1,142		)
Goodwill4,10	7,746			304			8,050
	$	6,861		$	47		$	6,908
Less: Noncontrolling interests	13			—			13
Net assets acquired	$	6,848		$	47		$	6,895

¹  As previously reported in the Notes to Consolidated Financial Statements included in our annual report on Form 10-K for the year ended December 31, 2010.

²  The measurement period adjustments did not have a significant impact on our consolidated statements of income for the years ended December 31, 2011, and December 31, 2010. Therefore, we did not retrospectively adjust the comparative 2010 financial information.

³  The gross amount due under receivables we acquired was $1,226 million, of which $32 million was expected to be uncollectible.

⁴  The measurement period adjustments were due to the finalization of appraisals related to intangible assets and certain fixed assets and resulted in the following: a decrease to property, plant and equipment; an increase to franchise rights; and a decrease to noncurrent deferred tax liabilities. The net impact of the measurement period adjustments and the payments made to New CCE that related to the finalization of working capital adjustments resulted in a net increase to goodwill.

⁵  Represents reacquired franchise rights that had previously provided CCE with exclusive and perpetual rights to manufacture and/or distribute certain beverages in specified territories. These rights have been determined to have indefinite lives and are not amortized.

⁶  Other intangible assets primarily relate to franchise rights that had previously provided CCE with exclusive rights to manufacture and/or distribute certain beverages in specified territories for a finite period of time, and therefore have been classified as definite-lived intangible assets. The estimated fair value of franchise rights with definite lives was $650 million as of the acquisition date. These franchise rights will be amortized over a weighted-average life of approximately eight years, which is equal to the weighted-average remaining contractual term of the franchise rights. Other intangible assets also include $380 million of customer relationships, which will be amortized over approximately 20 years.

⁷  Refer to Note 10 for additional information.

⁸  The assumed pension and other postretirement liabilities consisted of benefit obligations of $3,544 million and plan assets of $2,231 million. Refer to Note 13 for additional information related to pension and other postretirement plans assumed from CCE.

⁹  Primarily relates to deferred tax liabilities recorded on franchise rights. Refer to Note 14.

¹⁰  The goodwill recognized as part of this acquisition has been assigned to the North America operating segment, of which $170 million is tax deductible. The goodwill recognized in conjunction with our acquisition of CCE's former North America business is primarily related to synergistic value created from having a unified operating system that will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

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In a concurrent transaction, we agreed to sell all of our ownership interests in Coca-Cola Drikker AS ("Norwegian bottling operation") and Coca-Cola Drycker Sverige AB ("Swedish bottling operation") to New CCE at fair value. The divestiture of our Norwegian and Swedish bottling operations also closed on October 2, 2010. See further discussion of this divestiture below. In addition, we granted New CCE the right to negotiate the acquisition of our majority interest in our German bottling operation, Coca-Cola Erfrischungsgetränke AG ("CCEAG"), 18 to 39 months after the date of the merger agreement, at the then current fair value and subject to terms and conditions as mutually agreed.

The Company has incurred $84 million of transaction costs in connection with our acquisition of CCE's former North America business and the sale of our ownership interests in our Norwegian and Swedish bottling operations to New CCE since the transaction commenced. These costs were included in the line item other operating charges in our consolidated statements of income. Refer to Note 17 for additional information. In addition, the Company recorded charges of $265 million related to preexisting relationships during 2010. These charges were primarily related to the write-off of our investment in infrastructure programs with CCE. Our investment in these infrastructure programs with CCE did not meet the criteria to be recognized as an asset subsequent to the acquisition. In 2011, the Company recorded an additional charge of $1 million associated with these preexisting relationships. These charges were included in the line item other income (loss) — net in our consolidated statements of income. Refer to Note 6 for additional information.

CCE's former North America business contributed net revenues of approximately $3,637 million and net losses of approximately $122 million from October 2, 2010 through December 31, 2010. The following table presents unaudited consolidated pro forma information as if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred on January 1, 2010 (in millions):

	Unaudited
Year Ended December 31,	2010
Net operating revenues1	$	43,106
Net income attributable to shareowners of The Coca-Cola Company2,3	6,839

¹  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net operating revenues of approximately $433 million in 2010.

²  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net income attributable to shareowners of The Coca-Cola Company of approximately $387 million in 2010.

³  The 2010 pro forma information has been adjusted to exclude the gain related to the remeasurement of our equity interest in CCE to fair value upon the close of the transaction, the gain on the sale of our Norwegian and Swedish bottling operations, transaction costs and charges related to preexisting relationships in order to present the pro forma information as if the transactions had occurred prior to January 1, 2010.

The unaudited pro forma financial information presented above does not purport to represent what the actual results of our operations would have been if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred prior to January 1, 2010, nor is it indicative of the future operating results of The Coca-Cola Company. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, including, but not limited to, anticipated cost savings from operating synergies.

The unaudited pro forma financial information presented in the table above has been adjusted to give effect to adjustments that are (1) directly related to the business combination; (2) factually supportable; and (3) expected to have a continuing impact. These adjustments include, but are not limited to, the application of our accounting policies; elimination of related party transactions and equity income; and depreciation and amortization related to fair value adjustments to property, plant and equipment and intangible assets.

Dr Pepper Snapple Group, Inc. Agreements

In contemplation of the closing of our acquisition of CCE's former North America business, we reached an agreement with DPS to distribute certain DPS brands in territories where DPS brands had been distributed by CCE prior to the CCE transaction. Under the terms of our agreement with DPS, and concurrently with the closing of the CCE transaction, we entered into license agreements with DPS to distribute Dr Pepper trademark brands in the United States, Canada Dry in the Northeastern United States, and Canada Dry and C' Plus in Canada, and we made a net one-time cash payment of $715 million to DPS. Under the license agreements, the Company agreed to meet certain performance obligations in order to distribute DPS products in retail and foodservice accounts and vending machines. The license agreements have initial terms of 20 years, with automatic 20-year renewal periods unless otherwise terminated under the terms of the agreements. The license agreements replaced agreements between DPS and CCE existing immediately prior to the completion of the CCE transaction. In addition,

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we entered into an agreement with DPS to include Dr Pepper and Diet Dr Pepper in our Coca-Cola Freestyle fountain dispensers in certain outlets throughout the United States. The Coca-Cola Freestyle agreement has a term of 20 years.

Although these transactions were negotiated concurrently, they are legally separable and have distinct termination provisions and penalties, if applicable. As a result, the Company recorded an asset of $865 million related to the DPS license agreements and recorded deferred revenue of $150 million related to the Freestyle agreement. The DPS license agreements were determined to be indefinite-lived intangible assets and classified in the line item bottlers' franchise rights with indefinite lives in our consolidated balance sheet. The Company reached the conclusion that these distribution rights had an indefinite life based on several key factors, including, but not limited to, (1) our license agreements with DPS shall remain in effect for 20 years and shall automatically renew for additional 20-year successive periods thereafter unless terminated pursuant to the provisions of the agreements; (2) no additional payments shall be due for the renewal periods; (3) we anticipate using the assets indefinitely; (4) there are no known legal, regulatory or contractual provisions that are likely to limit the useful life of these assets; and (5) the classification of these assets as indefinite-lived assets is consistent with similar market transactions. The Company has been amortizing, and will continue to amortize, the deferred revenue related to the Freestyle agreement on a straight-line basis over 20 years, which is the length of the agreement. The amortization is included as a component of the Company's net operating revenues.

Divestitures

During 2012, proceeds from the disposal of bottling companies and other investments totaled $2,189 million. These proceeds resulted from the sale and/or maturity of investments associated with the Company's cash and risk management programs and were not related to the disposal of bottling companies. Refer to Note 3 for additional information.

In 2011, proceeds from the disposal of bottling companies and other investments totaled $562 million, primarily related to the sale of our investment in Coca-Cola Embonor, S.A. ("Embonor"), a bottling partner with operations primarily in Chile, for $394 million. Prior to this transaction, the Company accounted for our investment in Embonor under the equity method of accounting. Refer to Note 17. None of the Company's other divestitures were individually significant.

In 2010, proceeds from the disposal of bottling companies and other investments totaled $972 million, primarily related to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE for $0.9 billion in cash on October 2, 2010. In addition to the proceeds related to the disposal of our Norwegian and Swedish bottling operations, our Company sold 50 percent of our investment in Leão Junior, S.A. ("Leão Junior"), a Brazilian tea company, for $83 million. Refer to Note 17 for information related to the gain on these divestitures.

Assets and Liabilities Held for Sale

On December 13, 2012, the Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated bottling operations in the Philippines ("Philippine bottling operations"). As a result, our Philippine bottling operations met the criteria to be classified as held for sale, and we were required to record their assets and liabilities at the lower of carrying value or fair value less any costs to sell based on the agreed-upon purchase price. Accordingly, we recorded a loss of $108 million, including $1 million of related transaction costs, in the line item other income (loss) — net in our consolidated statement of income. This transaction was completed in January 2013.

On December 17, 2012, the Company entered into an agreement with several parties which will result in the merger of our consolidated bottling operations in Brazil ("Brazilian bottling operations") with an independent bottler in Brazil. Upon completion of the transaction, we will deconsolidate our Brazilian bottling operations in exchange for cash and a minority ownership interest in the newly combined entity. As a result, our Brazilian bottling operations met the criteria to be classified as held for sale. We were not required to record their assets and liabilities at fair value less any costs to sell because their fair value exceeded our carrying value as of December 31, 2012.

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The following table presents information related to the major classes of assets and liabilities of the Company's Philippine and Brazilian bottling operations, both of which are included in our Bottling Investments operating segment, as of December 31, 2012 (in millions):

	Philippine Bottling Operations			Brazilian Bottling Operations		Total Bottling Operations Held for Sale
Cash, cash equivalents and short-term investments	$	133		$	45	$	178
Trade accounts receivable, less allowances	108			88		196
Inventories	187			85		272
Prepaid expenses and other assets	223			174		397
Other assets	7			128		135
Property, plant and equipment — net	841			419		1,260
Bottlers' franchise rights with indefinite lives	341			130		471
Goodwill	148			22		170
Other intangible assets	—			1		1
Allowance for reduction of assets held for sale	(107		)	—		(107		)
Total assets	$	1,881		$	1,092	$	2,973
Accounts payable and accrued expenses	$	241		$	157	$	398
Loans and notes payable	—			6		6
Current maturities of long-term debt	—			28		28
Accrued income taxes	(4		)	4		—
Long-term debt	—			147		147
Other liabilities	20			75		95
Deferred income taxes	102			20		122
Total liabilities	$	359		$	437	$	796

We determined that our Philippine and Brazilian bottling operations did not meet the criteria to be classified as discontinued operations, primarily due to the continued significant involvement we anticipate having in these operations following each transaction.

NOTE 3: INVESTMENTS

Investments in debt and marketable securities, other than investments accounted for under the equity method, are classified as trading, available-for-sale or held-to-maturity. Our marketable equity investments are classified as either trading or available-for-sale with their cost basis determined by the specific identification method. Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in net income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of AOCI, except for the change in fair value attributable to the currency risk being hedged. Refer to Note 5 for additional information related to the Company's fair value hedges of available-for-sale securities.

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Trading Securities

As of December 31, 2012 and 2011, our trading securities had a fair value of $266 million and $211 million, respectively, and consisted primarily of equity securities. The Company had net unrealized gains on trading securities of $19 million as of December 31, 2012, and net unrealized losses of $5 million and $3 million as of December 31, 2011 and 2010, respectively. The Company's trading securities were included in the following captions in our consolidated balance sheets (in millions):

December 31,	2012		2011
Marketable securities	$	184	$	138
Other assets	82		73
Total trading securities	$	266	$	211

Available-for-Sale and Held-to-Maturity Securities

As of December 31, 2012 and 2011, available-for-sale and held-to-maturity securities consisted of the following (in millions):

			Gross Unrealized					Estimated
	Cost		Gains		Losses			Fair Value
2012
Available-for-sale securities:1,2
Equity securities	$	957	$	441	$	(10	)	$	1,388
Debt securities	3,169		46		(10		)	3,205
	$	4,126	$	487	$	(20	)	$	4,593
Held-to-maturity securities:
Bank and corporate debt	$	—	$	—	$	—		$	—
2011
Available-for-sale securities:1
Equity securities	$	834	$	237	$	—		$	1,071
Debt securities	332		1		(3		)	330
	$	1,166	$	238	$	(3	)	$	1,401
Held-to-maturity securities:
Bank and corporate debt	$	113	$	—	$	—		$	113

¹  Refer to Note 16 for additional information related to the estimated fair value.

²  During 2012, the Company made a change to its overall cash management program. In an effort to manage counterparty risk and diversify our assets, the Company began to make additional investments in high-quality securities. These investments are primarily classified as available-for-sale securities.

The sale and/or maturity of available-for-sale securities resulted in the following activity (in millions):

Years Ending December 31,	2012			2011
Gross gains	$	41		$	5
Gross losses	(35		)	(1		)
Proceeds	5,036			37

The Company did not sell any available-for-sale securities during 2010.

In 2012, the Company had investments classified as available-for-sale securities in which our cost basis exceeded the fair value of our investment. Management assessed each of these investments on an individual basis to determine if the decline in fair value was other than temporary. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis; the financial condition and near-term prospects of the issuer; and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value. As a result of these assessments, management determined that the decline in fair value of these investments was not other than temporary and did not record any impairment charges.

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In 2011 and 2010, the Company realized losses of $17 million and $26 million, respectively, due to other-than-temporary impairments of certain available-for-sale securities. These impairment charges were recorded in other income (loss) — net. Refer to Note 16 and Note 17.

During 2011, the Company began using one of its insurance captives to reinsure group annuity insurance contracts that cover the pension obligations of certain of our European pension plans. In accordance with local insurance regulations, our insurance captive is required to meet and maintain minimum solvency capital requirements. The Company elected to invest its solvency capital in a portfolio of available-for-sale securities, which have been classified in the line item other assets in our consolidated balance sheets because the assets are not available to satisfy our current obligations. As of December 31, 2012, and December 31, 2011, the Company's available-for-sale securities included solvency capital funds of $451 million and $285 million, respectively.

The Company's available-for-sale and held-to-maturity securities were included in the following captions in our consolidated balance sheets (in millions):

	December 31, 2012				December 31, 2011
	Available- for-Sale Securities		Held-to- Maturity Securities		Available- for-Sale Securities		Held-to- Maturity Securities
Cash and cash equivalents	$	9	$	—	$	—	$	112
Marketable securities	2,908		—		5		1
Other investments, principally bottling companies	1,087		—		986		—
Other assets	589		—		410		—
	$	4,593	$	—	$	1,401	$	113

The contractual maturities of these investments as of December 31, 2012, were as follows (in millions):

	Available-for-Sale Securities				Held-to-Maturity Securities
	Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	1,003	$	1,001	$	—	$	—
After 1 year through 5 years	1,590		1,598		—		—
After 5 years through 10 years	270		299		—		—
After 10 years	306		307		—		—
Equity securities	957		1,388		—		—
	$	4,126	$	4,593	$	—	$	—

The Company expects that actual maturities may differ from the contractual maturities above because borrowers have the right to call or prepay certain obligations.

Cost Method Investments

Cost method investments are initially recorded at cost, and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets, and dividend income from cost method investments is reported in other income (loss) — net in our consolidated statements of income. We review all of our cost method investments quarterly to determine if impairment indicators are present; however, we are not required to determine the fair value of these investments unless impairment indicators exist. When impairment indicators exist, we generally use discounted cash flow analyses to determine the fair value. We estimate that the fair values of our cost method investments approximated or exceeded their carrying values as of December 31, 2012 and 2011. Our cost method investments had a carrying value of $145 million and $155 million as of December 31, 2012 and 2011, respectively.

In 2012, the Company recorded a charge of $16 million as a result of other-than-temporary declines in the fair values of certain cost method investments. This impairment was recorded in the line item other income (loss) — net in our consolidated statement of income. Refer to Note 16 for additional information related to this impairment.

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NOTE 4: INVENTORIES

Inventories consist primarily of raw materials and packaging (which includes ingredients and supplies) and finished goods (which include concentrates and syrups in our concentrate operations, and finished beverages in our finished product operations). Inventories are valued at the lower of cost or market. We determine cost on the basis of the average cost or first-in, first-out methods. Inventories consisted of the following (in millions):

December 31,	2012		2011
Raw materials and packaging	$	1,773	$	1,680
Finished goods	1,171		1,198
Other	320		214
Total inventories	$	3,264	$	3,092

NOTE 5: HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS

The Company is directly and indirectly affected by changes in certain market conditions. These changes in market conditions may adversely impact the Company's financial performance and are referred to as "market risks." Our Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risks managed by the Company through the use of derivative instruments are foreign currency exchange rate risk, commodity price risk and interest rate risk.

The Company uses various types of derivative instruments including, but not limited to, forward contracts, commodity futures contracts, option contracts, collars and swaps. Forward contracts and commodity futures contracts are agreements to buy or sell a quantity of a currency or commodity at a predetermined future date, and at a predetermined rate or price. An option contract is an agreement that conveys the purchaser the right, but not the obligation, to buy or sell a quantity of a currency or commodity at a predetermined rate or price during a period or at a time in the future. A collar is a strategy that uses a combination of options to limit the range of possible positive or negative returns on an underlying asset or liability to a specific range, or to protect expected future cash flows. To do this, an investor simultaneously buys a put option and sells (writes) a call option, or alternatively buys a call option and sells (writes) a put option. A swap agreement is a contract between two parties to exchange cash flows based on specified underlying notional amounts, assets and/or indices. We do not enter into derivative financial instruments for trading purposes.

All derivatives are carried at fair value in our consolidated balance sheets in the following line items, as applicable: prepaid expenses and other assets; other assets; accounts payable and accrued expenses; and other liabilities. The carrying values of the derivatives reflect the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. These master netting agreements allow the Company to net settle positive and negative positions (assets and liabilities) arising from different transactions with the same counterparty.

The accounting for gains and losses that result from changes in the fair values of derivative instruments depends on whether the derivatives have been designated and qualify as hedging instruments and the type of hedging relationships. Derivatives can be designated as fair value hedges, cash flow hedges or hedges of net investments in foreign operations. The changes in the fair values of derivatives that have been designated and qualify for fair value hedge accounting are recorded in the same line item in our consolidated statements of income as the changes in the fair values of the hedged items attributable to the risk being hedged. The changes in fair values of derivatives that have been designated and qualify as cash flow hedges or hedges of net investments in foreign operations are recorded in AOCI and are reclassified into the line item in our consolidated statement of income in which the hedged items are recorded in the same period the hedged items affect earnings. Due to the high degree of effectiveness between the hedging instruments and the underlying exposures being hedged, fluctuations in the value of the derivative instruments are generally offset by changes in the fair values or cash flows of the underlying exposures being hedged. The changes in fair values of derivatives that were not designated and/or did not qualify as hedging instruments are immediately recognized into earnings.

For derivatives that will be accounted for as hedging instruments, the Company formally designates and documents, at inception, the financial instrument as a hedge of a specific underlying exposure, the risk management objective and the strategy for undertaking the hedge transaction. In addition, the Company formally assesses, both at the inception and at least quarterly thereafter, whether the financial instruments used in hedging transactions are effective at offsetting changes in either the fair values or cash flows of the related underlying exposures. Any ineffective portion of a financial instrument's change in fair value is immediately recognized into earnings.

The Company determines the fair values of its derivatives based on quoted market prices or using standard valuation models. Refer to Note 16. The notional amounts of the derivative financial instruments do not necessarily represent amounts exchanged by the parties and, therefore, are not a direct measure of our exposure to the financial risks described above. The amounts

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exchanged are calculated by reference to the notional amounts and by other terms of the derivatives, such as interest rates, foreign currency exchange rates, commodity rates or other financial indices. The Company does not view the fair values of its derivatives in isolation, but rather in relation to the fair values or cash flows of the underlying hedged transactions or other exposures. Virtually all of our derivatives are straightforward over-the-counter instruments with liquid markets.

The following table presents the fair values of the Company's derivative instruments that were designated and qualified as part of a hedging relationship (in millions):

		Fair Value1,2
Derivatives Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	149	$	170
Commodity contracts	Prepaid expenses and other assets	—		2
Interest rate contracts	Prepaid expenses and other assets	7		—
Interest rate contracts	Other assets	335		246
Total assets		$	491	$	418
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	55	$	41
Commodity contracts	Accounts payable and accrued expenses	1		1
Interest rate contracts	Other liabilities	6		—
Total liabilities		$	62	$	42

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

The following table presents the fair values of the Company's derivative instruments that were not designated as hedging instruments (in millions):

		Fair Value1,2
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	19	$	29
Foreign currency contracts	Other assets	42		—
Commodity contracts	Prepaid expenses and other assets	72		54
Other derivative instruments	Prepaid expenses and other assets	6		5
Total assets		$	139	$	88
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	24	$	116
Foreign currency contracts	Other liabilities	1		—
Commodity contracts	Accounts payable and accrued expenses	43		47
Commodity contracts	Other liabilities	1		—
Other derivative instruments	Accounts payable and accrued expenses	2		1
Total liabilities		$	71	$	164

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

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Credit Risk Associated with Derivatives

We have established strict counterparty credit guidelines and enter into transactions only with financial institutions of investment grade or better. We monitor counterparty exposures regularly and review any downgrade in credit rating immediately. If a downgrade in the credit rating of a counterparty were to occur, we have provisions requiring collateral in the form of U.S. government securities for substantially all of our transactions. To mitigate presettlement risk, minimum credit standards become more stringent as the duration of the derivative financial instrument increases. In addition, the Company's master netting agreements reduce credit risk by permitting the Company to net settle for transactions with the same counterparty. To minimize the concentration of credit risk, we enter into derivative transactions with a portfolio of financial institutions. Based on these factors, we consider the risk of counterparty default to be minimal.

Cash Flow Hedging Strategy

The Company uses cash flow hedges to minimize the variability in cash flows of assets or liabilities or forecasted transactions caused by fluctuations in foreign currency exchange rates, commodity prices or interest rates. The changes in the fair values of derivatives designated as cash flow hedges are recorded in AOCI and are reclassified into the line item in our consolidated statement of income in which the hedged items are recorded in the same period the hedged items affect earnings. The changes in fair values of hedges that are determined to be ineffective are immediately reclassified from AOCI into earnings. The Company did not discontinue any cash flow hedging relationships during the years ended December 31, 2012, 2011 and 2010. The maximum length of time for which the Company hedges its exposure to future cash flows is typically three years.

The Company maintains a foreign currency cash flow hedging program to reduce the risk that our eventual U.S. dollar net cash inflows from sales outside the United States and U.S. dollar net cash outflows from procurement activities will be adversely affected by changes in foreign currency exchange rates. We enter into forward contracts and purchase foreign currency options (principally euros and Japanese yen) and collars to hedge certain portions of forecasted cash flows denominated in foreign currencies. When the U.S. dollar strengthens against the foreign currencies, the decline in the present value of future foreign currency cash flows is partially offset by gains in the fair value of the derivative instruments. Conversely, when the U.S. dollar weakens, the increase in the present value of future foreign currency cash flows is partially offset by losses in the fair value of the derivative instruments. The total notional value of derivatives that have been designated and qualify for the Company's foreign currency cash flow hedging program was $4,715 million and $5,158 million as of December 31, 2012 and 2011, respectively.

The Company has entered into commodity futures contracts and other derivative instruments on various commodities to mitigate the price risk associated with forecasted purchases of materials used in our manufacturing process. The derivative instruments have been designated and qualify as part of the Company's commodity cash flow hedging program. The objective of this hedging program is to reduce the variability of cash flows associated with future purchases of certain commodities. The total notional value of derivatives that have been designated and qualify for this program was $17 million and $26 million as of December 31, 2012 and 2011, respectively.

Our Company monitors our mix of short-term debt and long-term debt regularly. From time to time, we manage our risk to interest rate fluctuations through the use of derivative financial instruments. The Company has entered into interest rate swap agreements and has designated these instruments as part of the Company's interest rate cash flow hedging program. The objective of this hedging program is to mitigate the risk of adverse changes in benchmark interest rates on the Company's future interest payments. The total notional value of these interest rate swap agreements that were designated and qualified for the Company's interest rate cash flow hedging program was $1,764 million as of December 31, 2012. The Company had no outstanding derivative instruments under this hedging program as of December 31, 2011.

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The following table presents the pretax impact that changes in the fair values of derivatives designated as cash flow hedges had on AOCI and earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in Other Comprehensive Income ("OCI")			Location of Gain (Loss) Recognized in Income1	Gain (Loss) Reclassified from AOCI into Income (Effective Portion)			Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Foreign currency contracts	$	59		Net operating revenues	$	(46	)	$	2
Foreign currency contracts	34			Cost of goods sold	(23		)	—
Interest rate contracts	1			Interest expense	(12		)	—			2
Commodity contracts	(4		)	Cost of goods sold	(1		)	—
Total	$	90			$	(82	)	$	2
2011
Foreign currency contracts	$	3		Net operating revenues	$	(231	)	$	—		2
Interest rate contracts	(11		)	Interest expense	(12		)	(1		)
Commodity contracts	(1		)	Cost of goods sold	—			—
Total	$	(9	)		$	(243	)	$	(1	)
2010
Foreign currency contracts	$	(307	)	Net operating revenues	$	(2	)	$	(2	)
Interest rate contracts	—			Interest expense	(15		)	—
Commodity contracts	1			Cost of goods sold	—			—
Total	$	(306	)		$	(17	)	$	(2	)

¹  The Company records gains and losses reclassified from AOCI in income for the effective portion and ineffective portion, if any, to the same line items in our consolidated statements of income.

²  Includes a de minimis amount of ineffectiveness in the hedging relationship.

As of December 31, 2012, the Company estimates that it will reclassify into earnings during the next 12 months gains of approximately $41 million from the pretax amount recorded in AOCI as the anticipated cash flows occur.

Fair Value Hedging Strategy

The Company uses interest rate swap agreements designated as fair value hedges to minimize exposure to changes in the fair value of fixed-rate debt that results from fluctuations in benchmark interest rates. The changes in fair values of derivatives designated as fair value hedges and the offsetting changes in fair values of the hedged items are recognized in earnings. As of December 31, 2012, such adjustments increased the carrying value of our long-term debt by $273 million. Refer to Note 10. The changes in fair values of hedges that are determined to be ineffective are immediately recognized into earnings. The total notional value of derivatives that related to our fair value hedges of this type was $6,700 million and $5,700 million as of December 31, 2012 and 2011, respectively.

During the first quarter of 2012, the Company began using fair value hedges to minimize exposure to changes in the fair value of certain available-for-sale securities from fluctuations in foreign currency exchange rates. The changes in fair values of derivatives designated as fair value hedges and the offsetting changes in fair values of the hedged items are recognized in earnings. The changes in fair values of hedges that are determined to be ineffective are immediately recognized into earnings. The total notional value of derivatives that related to our fair value hedges of this type was $850 million as of December 31, 2012. The Company had no outstanding derivative instruments under this hedging program as of December 31, 2011.

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The following table summarizes the pretax impact that changes in the fair values of derivatives designated as fair value hedges had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

Hedging Instruments and Hedged Items	Location of Gain (Loss) Recognized in Income	Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Interest rate contracts	Interest expense	$	89
Fixed-rate debt	Interest expense	(42		)
Net impact to interest expense		$	47
Foreign currency contracts	Other income (loss) — net	$	42
Available-for-sale securities	Other income (loss) — net	(46		)
Net impact to other income (loss) — net		$	(4	)
Net impact of fair value hedging instruments		$	43
2011
Interest rate contracts	Interest expense	$	343
Fixed-rate debt	Interest expense	(333		)
Net impact to interest expense		$	10
2010
Interest rate contracts	Interest expense	$	(97	)
Fixed-rate debt	Interest expense	102
Net impact to interest expense		$	5

Hedges of Net Investments in Foreign Operations Strategy

The Company uses forward contracts to protect the value of our investments in a number of foreign subsidiaries. For derivative instruments that are designated and qualify as hedges of net investments in foreign operations, the changes in fair values of the derivative instruments are recognized in net foreign currency translation gain (loss), a component of AOCI, to offset the changes in the values of the net investments being hedged. Any ineffective portions of net investment hedges are reclassified from AOCI into earnings during the period of change. The total notional value of derivatives under this hedging program was $1,718 million and $1,681 million as of December 31, 2012 and 2011, respectively.

The following table presents the pretax impact that changes in the fair values of derivatives designated as net investment hedges had on AOCI during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in OCI
Year Ended December 31,	2012			2011			2010
Foreign currency contracts	$	(61	)	$	(3	)	$	(15	)

The Company did not reclassify any deferred gains or losses related to net investment hedges from AOCI to earnings during the years endedDecember 31, 2012, 2011 and 2010. In addition, the Company did not have any ineffectiveness related to net investment hedges during the years endedDecember 31, 2012, 2011 and 2010.

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Economic (Non-Designated) Hedging Strategy

In addition to derivative instruments that are designated and qualify for hedge accounting, the Company also uses certain derivatives as economic hedges of foreign currency and commodity exposure. Although these derivatives were not designated and/or did not qualify for hedge accounting, they are effective economic hedges. The changes in fair value of economic hedges are immediately recognized into earnings.

The Company uses foreign currency economic hedges to offset the earnings impact that fluctuations in foreign currency exchange rates have on certain monetary assets and liabilities denominated in nonfunctional currencies. The changes in fair value of economic hedges used to offset the monetary assets and liabilities are recognized into earnings in the line item other income (loss) — net in our consolidated statements of income. In addition, we use foreign currency economic hedges to minimize the variability in cash flows associated with changes in foreign currency exchange rates. The changes in fair value of economic hedges used to offset the variability in U.S. dollar net cash flows are recognized into earnings in the line items net operating revenues and cost of goods sold in our consolidated statements of income. The total notional value of derivatives related to our foreign currency economic hedges was $3,865 million and $3,629 million as of December 31, 2012 and 2011, respectively.

The Company also uses certain derivatives as economic hedges to mitigate the price risk associated with the purchase of materials used in the manufacturing process and for vehicle fuel. The changes in fair values of these economic hedges are immediately recognized into earnings in the line items net operating revenues, cost of goods sold, and selling, general and administrative expenses in our consolidated statements of income, as applicable. The total notional value of derivatives related to our economic hedges of this type was $1,084 million and $1,165 million as of December 31, 2012 and 2011, respectively.

In connection with our acquisition of CCE's former North America business, the Company assumed certain interest rate derivatives. The Company did not designate these derivatives as hedges subsequent to the acquisition. These derivatives were originally recorded at fair value as of October 2, 2010. As of December 31, 2010, all interest rate derivatives acquired from CCE were settled and will have no additional impact on future earnings. In 2010, the Company recorded $5 million of losses related to these instruments in interest expense.

The Company entered into interest rate locks that were used as economic hedges to mitigate the interest rate risk associated with the Company's repurchase of certain long-term debt. These hedges were not designated and did not qualify for hedge accounting but were effective economic hedges. The Company settled these hedges and recognized losses of $104 million in interest expense during 2010. As of December 31, 2010, there were no outstanding interest rate derivatives used as economic hedges.

The following table presents the pretax impact that changes in the fair values of derivatives not designated as hedging instruments had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

		Gains (Losses)
Derivatives Not Designated as Hedging Instruments	Location of Gains (Losses) Recognized in Income	Year Ended December 31,
		2012			2011			2010
Foreign currency contracts	Net operating revenues	$	(7	)	$	7		$	(15	)
Foreign currency contracts	Other income (loss) — net	24			(37		)	(46		)
Foreign currency contracts	Cost of goods sold	—			(12		)	(9		)
Commodity contracts	Net operating revenues	4			—			—
Commodity contracts	Cost of goods sold	(110		)	(42		)	40
Commodity contracts	Selling, general and administrative expenses	9			(11		)	—
Interest rate swaps	Interest expense	—			—			(5		)
Interest rate locks	Interest expense	—			—			(104		)
Other derivative instruments	Selling, general and administrative expenses	18			8			21
Total		$	(62	)	$	(87	)	$	(118	)

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NOTE 6: EQUITY METHOD INVESTMENTS

Our consolidated net income includes our Company's proportionate share of the net income or loss of our equity method investees. When we record our proportionate share of net income, it increases equity income (loss) — net in our consolidated statements of income and our carrying value in that investment. Conversely, when we record our proportionate share of a net loss, it decreases equity income (loss) — net in our consolidated statements of income and our carrying value in that investment. The Company's proportionate share of the net income or loss of our equity method investees includes significant operating and nonoperating items recorded by our equity method investees. These items can have a significant impact on the amount of equity income (loss) — net in our consolidated statements of income and our carrying value in those investments. Refer to Note 17 for additional information related to significant operating and nonoperating items recorded by our equity method investees. The carrying values of our equity method investments are also impacted by our proportionate share of items impacting the equity investee's AOCI.

We eliminate from our financial results all significant intercompany transactions, including the intercompany portion of transactions with equity method investees.

Coca-Cola Enterprises Inc.

On October 2, 2010, we completed our acquisition of CCE's former North America business and relinquished our indirect ownership interest in CCE's European operations. As a result of this transaction, the Company does not own any interest in New CCE. Refer to Note 2 for additional information related to this transaction.

We accounted for our investment in CCE under the equity method of accounting until our acquisition of CCE's former North America business was completed on October 2, 2010. Therefore, our consolidated net income for the year ended December 31, 2010, included equity income from CCE during the first nine months of 2010. The Company owned 33 percent of the outstanding common stock of CCE immediately prior to the acquisition. The following table provides summarized financial information for CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Net operating revenues	$	16,464
Cost of goods sold	10,028
Gross profit	$	6,436
Operating income (loss)	$	1,369
Net income (loss)	$	677

The following table provides a summary of our significant transactions with CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Concentrate, syrup and finished product sales to CCE	$	4,737
Syrup and finished product purchases from CCE	263
CCE purchases of sweeteners through our Company	251
Marketing payments made by us directly to CCE	314
Marketing payments made to third parties on behalf of CCE	106
Local media and marketing program reimbursements from CCE	268
Payments made to CCE for dispensing equipment repair services	64
Other payments — net	19

Syrup and finished product purchases from CCE represent purchases of fountain syrup in certain territories that have been resold by our Company to major customers and purchases of bottle and can products. Marketing payments made by us directly to CCE represent support of certain marketing activities and our participation with CCE in cooperative advertising and other marketing activities to promote the sale of Company trademark products within CCE territories. These programs were agreed to on an annual basis. Marketing payments made to third parties on behalf of CCE represent support of certain marketing activities and programs to promote the sale of Company trademark products within CCE's territories in conjunction with certain of CCE's

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customers. Pursuant to cooperative advertising and trade agreements with CCE, we received funds from CCE for local media and marketing program reimbursements. Payments made to CCE for dispensing equipment repair services represent reimbursement to CCE for its costs of parts and labor for repairs on cooler, dispensing or post-mix equipment owned by us or our customers. The other payments — net line in the table above represents payments made to and received from CCE that are individually insignificant.

Our Company had previously entered into programs with CCE designed to help develop cold-drink infrastructure. Under these programs, we paid CCE for a portion of the cost of developing the infrastructure necessary to support accelerated placements of cold-drink equipment. These payments supported a common objective of increased sales of Company Trademark Beverages from increased availability and consumption in the cold-drink channel.

Preexisting Relationships

The Company evaluated all of our preexisting relationships with CCE prior to the close of the transaction. Based on these evaluations, the Company recognized charges of $265 million in 2010 related to preexisting relationships with CCE. These charges were primarily related to the write-off of our investment in cold-drink infrastructure programs with CCE as our investment in these programs did not meet the criteria to be recognized as an asset subsequent to the acquisition. These charges were included in the line item other income (loss) — net in our consolidated statements of income and impacted the Corporate operating segment. Refer to Note 17.

Other Equity Method Investments

The Company's other equity method investments include our ownership interests in Coca-Cola Hellenic, Coca-Cola FEMSA and Coca-Cola Amatil. As of December 31, 2012, we owned approximately 23 percent, 29 percent and 29 percent, respectively, of these companies' common shares. As of December 31, 2012, our investment in our equity method investees in the aggregate exceeded our proportionate share of the net assets of these equity method investees by $2,241 million. This difference is not amortized.

A summary of financial information for our equity method investees in the aggregate, other than CCE, is as follows (in millions):

Year Ended December 31,	2012		2011		2010
Net operating revenues	$	47,087	$	42,472	$	38,663
Cost of goods sold	28,821		26,271		23,053
Gross profit	$	18,266	$	16,201	$	15,610
Operating income	$	4,605	$	4,181	$	4,134
Consolidated net income	$	2,993	$	2,237	$	2,659
Less: Net income attributable to noncontrolling interests	89		99		89
Net income attributable to common shareowners	$	2,904	$	2,138	$	2,570

December 31,	2012		2011
Current assets	$	16,054	$	13,960
Noncurrent assets	32,687		27,152
Total assets	$	48,741	$	41,112
Current liabilities	$	12,004	$	10,545
Noncurrent liabilities	12,272		11,646
Total liabilities	$	24,276	$	22,191
Equity attributable to shareowners of investees	$	23,827	$	18,392
Equity attributable to noncontrolling interests	638		529
Total equity	$	24,465	$	18,921
Company equity investment	$	9,216	$	7,233

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Net sales to equity method investees other than CCE, the majority of which are located outside the United States, were $7.1 billion, $6.9 billion and $6.2 billion in 2012, 2011 and 2010, respectively. Total payments, primarily marketing, made to equity method investees other than CCE were $1,587 million, $1,147 million and $1,034 million in 2012, 2011 and 2010, respectively. In addition, purchases of finished products from equity method investees other than CCE were $392 million, $430 million and $205 million in 2012, 2011 and 2010, respectively.

If valued at the December 31, 2012, quoted closing prices of shares actively traded on stock markets, the value of our equity method investments in publicly traded bottlers would have exceeded our carrying value by $10.4 billion.

Net Receivables and Dividends from Equity Method Investees

Total net receivables due from equity method investees were $1,162 million and $1,042 million as of December 31, 2012 and 2011, respectively. The total amount of dividends received from equity method investees was $393 million, $421 million and $354 million for the years ended December 31, 2012, 2011 and 2010, respectively. Dividends received included a $35 million and $60 million special dividend from Coca-Cola Hellenic during 2012 and 2011, respectively. We classified the receipt of these cash dividends in cash flows from operating activities because our cumulative equity in earnings from Coca-Cola Hellenic exceeded the cumulative distributions received; therefore, the dividends were deemed to be a return on our investment and not a return of our investment.

NOTE 7: PROPERTY, PLANT AND EQUIPMENT

The following table summarizes our property, plant and equipment (in millions):

December 31,	2012		2011
Land	$	997	$	1,141
Buildings and improvements	5,307		5,240
Machinery, equipment and vehicle fleet	16,203		15,504
Construction in progress	979		1,266
	23,486		23,151
Less accumulated depreciation	9,010		8,212
Property, plant and equipment — net	$	14,476	$	14,939

NOTE 8: INTANGIBLE ASSETS

Indefinite-Lived Intangible Assets

The following table summarizes information related to indefinite-lived intangible assets (in millions):

December 31,	2012		2011
Trademarks	$	6,527	$	6,430
Bottlers' franchise rights1	7,405		7,770
Goodwill	12,255		12,219
Other	111		113
Indefinite-lived intangible assets2	$	26,298	$	26,532

¹  The decrease in 2012 was primarily related to the Company's consolidated Philippine and Brazilian bottling operations being transferred to assets held for sale as of December 31, 2012. This decrease was partially offset by the acquisition of the Sacramento bottler in 2012 and the finalization of purchase accounting related to our 2011 acquisition of Great Plains. Refer to Note 2 for additional information related to each of these transactions.

²  The distribution rights acquired from DPS are the only significant indefinite-lived intangible assets subject to renewal or extension arrangements. Refer to Note 2.

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The following table provides information related to the carrying value of our goodwill by operating segment (in millions):

	Eurasia & Africa			Europe			Latin America			North America			Pacific		Bottling Investments			Total
2011
Balance as of January 1	$	44		$	695		$	166		$	9,861		$	112	$	787		$	11,665
Effect of foreign currency translation	(6		)	15			(3		)	—			2		11			19
Acquisitions1	—			—			—			195			—		—			195
Adjustments related to the finalization    of purchase accounting1	—			—			—			304			—		5			309
Divestitures, deconsolidations and other1	—			—			—			155			—		(124		)	31
Balance as of December 31	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
2012
Balance as of January 1	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
Effect of foreign currency translation	(1		)	(19		)	5			—			6		(4		)	(13		)
Acquisitions1	—			—			—			100			—		157			257
Adjustments related to the finalization    of purchase accounting1	—			—			—			(38		)	—		—			(38		)
Divestitures, deconsolidations and other2	—			—			—			—			—		(170		)	(170		)
Balance as of December 31	$	37		$	691		$	168		$	10,577		$	120	$	662		$	12,255

¹ Refer to Note 2 for information related to the Company's acquisitions and divestitures.

² Relates to the transfer of goodwill associated with the Company's consolidated Philippine and Brazilian bottling operations to assets held for sale as of December 31, 2012. Refer to Note 2 for additional information related to this transaction.

Definite-Lived Intangible Assets

The following table summarizes information related to definite-lived intangible assets (in millions):

	December 31, 2012							December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	$	622	$	(166	)	$	456	$	619	$	(126	)	$	493
Bottlers' franchise rights	730		(221		)	509		668		(119		)	549
Trademarks	65		(43		)	22		99		(70		)	29
Other	129		(77		)	52		196		(130		)	66
Total	$	1,546	$	(507	)	$	1,039	$	1,582	$	(445	)	$	1,137

Total amortization expense for intangible assets subject to amortization was $173 million, $192 million and $102 million in 2012, 2011 and 2010, respectively. Based on the carrying value of definite-lived intangible assets as of December 31, 2012, we estimate our amortization expense for the next five years will be as follows (in millions):

	Amortization Expense
2013	$	161
2014	153
2015	148
2016	142
2017	90

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NOTE 9: ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following (in millions):

December 31,	2012		2011
Accrued marketing	$	2,231	$	2,286
Other accrued expenses	2,711		2,749
Trade accounts payable	1,969		2,172
Accrued compensation	1,045		1,048
Sales, payroll and other taxes	389		405
Container deposits	335		349
Accounts payable and accrued expenses	$	8,680	$	9,009

NOTE 10: DEBT AND BORROWING ARRANGEMENTS

Short-Term Borrowings

Loans and notes payable consist primarily of commercial paper issued in the United States. As of December 31, 2012 and 2011, we had $16,204 million and $12,135 million, respectively, in outstanding commercial paper borrowings. Our weighted-average interest rates for commercial paper outstanding were approximately 0.3 percent and 0.2 percent per year as of December 31, 2012 and 2011, respectively.

In addition, we had $7,768 million in lines of credit and other short-term credit facilities as of December 31, 2012, of which $854 million was related to the Company's consolidated Philippine bottling operations that were classified as held for sale. The Company's total lines of credit included $93 million that was outstanding and primarily related to our international operations.

Included in the credit facilities discussed above, the Company had $6,314 million in lines of credit for general corporate purposes. These backup lines of credit expire at various times from 2013 through 2017. There were no borrowings under these backup lines of credit during 2012. These credit facilities are subject to normal banking terms and conditions. Some of the financial arrangements require compensating balances, none of which is presently significant to our Company.

Long-Term Debt

During 2012, the Company retired $1,250 million of long-term notes upon maturity and issued $2,750 million of long-term debt. The general terms of the notes issued are as follows:

• $1,000 million total principal amount of notes due March 14, 2014, at a variable interest rate equal to the three-month London Interbank Offered Rate ("LIBOR") minus 0.05 percent;

• $1,000 million total principal amount of notes due March 13, 2015, at a fixed interest rate of 0.75 percent; and

• $750 million total principal amount of notes due March 14, 2018, at a fixed interest rate of 1.65 percent.

During 2011, the Company issued $2,979 million of long-term debt. We used $979 million of this newly issued debt and paid a premium of $208 million to exchange $1,022 million of existing long-term debt that was assumed in connection with our acquisition of CCE's former North America business. The remaining cash from the issuance was used to reduce the Company's outstanding commercial paper balance and exchange a certain amount of short-term debt.

The general terms of the notes issued during 2011 are as follows:

• $1,655 million total principal amount of notes due September 1, 2016, at a fixed interest rate of 1.8 percent; and

• $1,324 million total principal amount of notes due September 1, 2021, at a fixed interest rate of 3.3 percent.

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During the fourth quarter of 2011, the Company extinguished long-term debt that had a carrying value of $20 million and was not scheduled to mature until 2012. This debt was outstanding prior to the Company's acquisition of CCE's former North America business. In addition, the Company repurchased long-term debt during 2011 that was assumed in connection with our acquisition of CCE's former North America business. The repurchased debt included $99 million in unamortized fair value adjustments recorded as part of our purchase accounting for the CCE transaction and was settled throughout the year as follows:

• During the first quarter of 2011, the Company repurchased all of our outstanding U.K. pound sterling notes that had a carrying value of $674 million;

• During the second quarter of 2011, the Company repurchased long-term debt that had a carrying value of $42 million; and

• During the third quarter of 2011, the Company repurchased long-term debt that had a carrying value of $19 million.

The Company recorded a net charge of $9 million in the line item interest expense in our consolidated statement of income during the year ended December 31, 2011. This net charge was due to the exchange, repurchase and/or extinguishment of long-term debt described above.

During 2010, in connection with the Company's acquisition of CCE's former North America business, we assumed $7,602 million of long-term debt, which had an estimated fair value of approximately $9,345 million as of the acquisition date. We recorded the assumed debt at its fair value as of the acquisition date. Refer to Note 2.

On November 15, 2010, the Company issued $4,500 million of long-term notes and used some of the proceeds to repurchase $2,910 million of long-term debt. The remaining cash from the issuance was used to reduce our outstanding commercial paper balance. The repurchased debt consisted of $1,827 million of debt assumed in our acquisition of CCE's former North America business and $1,083 million of the Company's debt that was outstanding prior to the acquisition. The Company recorded a charge of $342 million in interest expense related to the premiums paid to repurchase the long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer. The general terms of the notes issued on November 15, 2010, were as follows:

• $1,250 million total principal amount of notes due May 15, 2012, at a variable interest rate of three-month LIBOR plus 0.05 percent;

• $1,250 million total principal amount of notes due November 15, 2013, at a fixed interest rate of 0.75 percent;

• $1,000 million total principal amount of notes due November 15, 2015, at a fixed interest rate of 1.5 percent; and

• $1,000 million total principal amount of notes due November 15, 2020, at a fixed interest rate of 3.15 percent.

Subsequent to the repurchase of a portion of the long-term debt assumed from CCE, the general terms of the debt assumed and remaining outstanding as of December 31, 2010, were as follows:

• $2,594 million total principal amount of U.S. dollar notes due 2011 to 2037 at an average interest rate of 5.7 percent;

• $2,288 million total principal amount of U.S. dollar debentures due 2012 to 2098 at an average interest rate of 7.4 percent;

• $275 million total principal amount of U.S. dollar notes due 2011 at a variable interest rate of 1.0 percent;

• $544 million total principal amount of U.K. pound sterling notes due 2016 and 2021 at an average interest rate of 6.5 percent;

• $303 million principal amount of U.S. dollar zero coupon notes due 2020; and

• $26 million of other long-term debt.

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The Company's long-term debt consisted of the following (in millions, except average rate data):

	December 31, 2012				December 31, 2011
	Amount		Average Rate 1		Amount		Average Rate1
U.S. dollar notes due 2013–2093	$	13,407	1.7	%	$	12,270	1.9	%
U.S. dollar debentures due 2017–2098	2,207		3.7		2,482		4.0
U.S. dollar zero coupon notes due 20202	135		8.4		130		8.4
Other, due through 20983	291		4.4		584		4.8
Fair value adjustment4	273		N/A		231		N/A
Total5,6	$	16,313	2.1	%	$	15,697	2.3	%
Less current portion	1,577				2,041
Long-term debt	$	14,736			$	13,656

¹  These rates represent the weighted-average effective interest rate on the balances outstanding as of year end, as adjusted for the effects of interest rate swap agreements as well as fair value adjustments, if applicable. Refer to Note 5 for a more detailed discussion on interest rate management.

²  This amount is shown net of unamortized discounts of $36 million and $41 million as of December 31, 2012 and 2011, respectively.

³  As of December 31, 2012, the amount shown includes $90 million of debt instruments that are due through 2022.

⁴  Refer to Note 5 for additional information about our fair value hedging strategy.

⁵  As of December 31, 2012 and 2011, the fair value of our long-term debt, including the current portion, was $17,157 million and $16,360 million, respectively. The fair value of our long-term debt is estimated based on quoted prices for those or similar instruments.

⁶  The above notes and debentures include various restrictions, none of which is presently significant to our Company.

The carrying value of the Company's long-term debt included fair value adjustments related to the debt assumed from CCE of $617 million and $733 million as of December 31, 2012 and 2011, respectively. These fair value adjustments are being amortized over the number of years remaining until the underlying debt matures. As of December 31, 2012, the weighted-average maturity of the assumed debt to which these fair value adjustments relate was approximately 17 years. The amortization of these fair value adjustments will be a reduction of interest expense in future periods, which will typically result in our interest expense being less than the actual interest paid to service the debt. Total interest paid was $574 million, $573 million and $422 million in 2012, 2011 and 2010, respectively.

Maturities of long-term debt for the five years succeeding December 31, 2012, are as follows (in millions):

	Maturities of Long-Term Debt
2013	$	1,577
2014	2,633
2015	2,451
2016	1,705
2017	1,439

NOTE 11: COMMITMENTS AND CONTINGENCIES

Guarantees

As of December 31, 2012, we were contingently liable for guarantees of indebtedness owed by third parties of $671 million, of which $294 million was related to VIEs. Refer to Note 1 for additional information related to the Company's maximum exposure to loss due to our involvement with VIEs. Our guarantees are primarily related to third-party customers, bottlers, vendors and container manufacturing operations and have arisen through the normal course of business. These guarantees have various terms, and none of these guarantees were individually significant. The amount represents the maximum potential future payments that we could be required to make under the guarantees; however, we do not consider it probable that we will be required to satisfy these guarantees.

We believe our exposure to concentrations of credit risk is limited due to the diverse geographic areas covered by our operations.

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Legal Contingencies

The Company is involved in various legal proceedings. We establish reserves for specific legal proceedings when we determine that the likelihood of an unfavorable outcome is probable and the amount of loss can be reasonably estimated. Management has also identified certain other legal matters where we believe an unfavorable outcome is reasonably possible and/or for which no estimate of possible losses can be made. Management believes that the total liabilities to the Company that may arise as a result of currently pending legal proceedings will not have a material adverse effect on the Company taken as a whole.

During the period from 1970 to 1981, our Company owned Aqua-Chem, Inc., now known as Cleaver-Brooks, Inc. ("Aqua-Chem"). During that time, the Company purchased over $400 million of insurance coverage, which also insures Aqua-Chem for some of its prior and future costs for certain product liability and other claims. A division of Aqua-Chem manufactured certain boilers that contained gaskets that Aqua-Chem purchased from outside suppliers. Several years after our Company sold this entity, Aqua-Chem received its first lawsuit relating to asbestos, a component of some of the gaskets. Aqua-Chem was first named as a defendant in asbestos lawsuits in or around 1985 and currently has approximately 40,000 active claims pending against it. In September 2002, Aqua-Chem notified our Company that it believed we were obligated for certain costs and expenses associated with its asbestos litigations. Aqua-Chem demanded that our Company reimburse it for approximately $10 million for out-of-pocket litigation-related expenses. Aqua-Chem also demanded that the Company acknowledge a continuing obligation to Aqua-Chem for any future liabilities and expenses that are excluded from coverage under the applicable insurance or for which there is no insurance. Our Company disputes Aqua-Chem's claims, and we believe we have no obligation to Aqua-Chem for any of its past, present or future liabilities, costs or expenses. Furthermore, we believe we have substantial legal and factual defenses to Aqua-Chem's claims. The parties entered into litigation in Georgia to resolve this dispute, which was stayed by agreement of the parties pending the outcome of litigation filed in Wisconsin by certain insurers of Aqua-Chem. In that case, five plaintiff insurance companies filed a declaratory judgment action against Aqua-Chem, the Company and 16 defendant insurance companies seeking a determination of the parties' rights and liabilities under policies issued by the insurers and reimbursement for amounts paid by plaintiffs in excess of their obligations. During the course of the Wisconsin insurance coverage litigation, Aqua-Chem and the Company reached settlements with several of the insurers, including plaintiffs, who have or will pay funds into an escrow account for payment of costs arising from the asbestos claims against Aqua-Chem. On July 24, 2007, the Wisconsin trial court entered a final declaratory judgment regarding the rights and obligations of the parties under the insurance policies issued by the remaining defendant insurers, which judgment was not appealed. The judgment directs, among other things, that each insurer whose policy is triggered is jointly and severally liable for 100 percent of Aqua-Chem's losses up to policy limits. The court's judgment concluded the Wisconsin insurance coverage litigation. The Georgia litigation remains subject to the stay agreement. The Company and Aqua-Chem continued to negotiate with various insurers that were defendants in the Wisconsin insurance coverage litigation over those insurers' obligations to defend and indemnify Aqua-Chem for the asbestos-related claims. The Company anticipated that a final settlement with three of those insurers (the “Chartis insurers”) would be finalized in May 2011, but such insurers repudiated their settlement commitments and, as a result, Aqua-Chem and the Company filed suit against them in Wisconsin state court to enforce the coverage-in-place settlement or, in the alternative, to obtain a declaratory judgment validating Aqua-Chem and the Company's interpretation of the court's judgment in the Wisconsin insurance coverage litigation. In February 2012, the parties filed and argued a number of cross-motions for summary judgment related to the issues of the enforceability of the settlement agreement and the exhaustion of policies underlying those of the Chartis insurers. The court granted defendants' motions for summary judgment that the 2011 Settlement Agreement and 2010 Term Sheet were not binding contracts, but denied their similar motions related to plaintiffs' claims for promissory and/or equitable estoppel. On or about May 15, 2012, the parties entered into a mutually agreeable settlement/stipulation resolving two major issues: exhaustion of underlying coverage and control of defense; and, on or about January 10, 2013, the parties reached a settlement of the remaining coverage issues and the estoppel claims. The Chartis insurers have filed a notice of appeal with respect to certain issues that were the subject of summary judgment orders earlier in the case. Whatever the outcome of that appeal, these three insurance companies will remain subject to the court's judgment in the Wisconsin insurance coverage litigation.

The Company is unable to estimate at this time the amount or range of reasonably possible loss it may ultimately incur as a result of asbestos-related claims against Aqua-Chem. The Company believes that assuming (a) the defense and indemnity costs for the asbestos-related claims against Aqua-Chem in the future are in the same range as during the past five years, and (b) the various insurers that cover the asbestos-related claims against Aqua-Chem remain solvent, regardless of the outcome of the coverage-in-place settlement litigation but taking into account the issues resolved to date, insurance coverage for substantially all defense and indemnity costs would be available for the next 10 to 15 years.

Indemnifications

At the time we acquire or divest our interest in an entity, we sometimes agree to indemnify the seller or buyer for specific contingent liabilities. Management believes that any liability to the Company that may arise as a result of any such indemnification agreements will not have a material adverse effect on the Company taken as a whole.

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Tax Audits

The Company is involved in various tax matters, with respect to some of which the outcome is uncertain. These audits may result in the assessment of additional taxes that are subsequently resolved with authorities or potentially through the courts. Refer to Note 14.

Risk Management Programs

The Company has numerous global insurance programs in place to help protect the Company from the risk of loss. In general, we are self-insured for large portions of many different types of claims; however, we do use commercial insurance above our self-insured retentions to reduce the Company's risk of catastrophic loss. Our reserves for the Company's self-insured losses are estimated through actuarial procedures of the insurance industry and by using industry assumptions, adjusted for our specific expectations based on our claim history. The Company's self-insurance reserves totaled $508 million and $527 million as of December 31, 2012 and 2011, respectively.

Workforce (Unaudited)

As of December 31, 2012, our Company had approximately 150,900 associates, of which approximately 68,300 associates were located in the United States. Our Company, through its divisions and subsidiaries, is a party to numerous collective bargaining agreements. As of December 31, 2012, approximately 17,900 associates in North America were covered by collective bargaining agreements. These agreements typically have terms of three to five years. We currently expect that we will be able to renegotiate such agreements on satisfactory terms when they expire. The Company believes that its relations with its associates are generally satisfactory.

Operating Leases

The following table summarizes our minimum lease payments under noncancelable operating leases with initial or remaining lease terms in excess of one year as of December 31, 2012 (in millions):

Years Ending December 31,	Operating Lease Payments
2013	$	233
2014	162
2015	128
2016	101
2017	72
Thereafter	235
Total minimum operating lease payments1	$	931

¹  Income associated with sublease arrangements is not significant.

NOTE 12: STOCK COMPENSATION PLANS

Our Company grants stock options and restricted stock awards to certain employees of the Company. Total stock-based compensation expense was $259 million, $354 million and $380 million in 2012, 2011 and 2010, respectively, and was included as a component of selling, general and administrative expenses in our consolidated statements of income. The total income tax benefit recognized in our consolidated statements of income related to stock-based compensation arrangements was $72 million, $99 million and $110 million in 2012, 2011 and 2010, respectively.

As of December 31, 2012, we had $467 million of total unrecognized compensation cost related to nonvested stock-based compensation arrangements granted under our plans. This cost is expected to be recognized over a weighted-average period of 1.8 years as stock-based compensation expense. This expected cost does not include the impact of any future stock-based compensation awards.

On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

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As a result of our acquisition of CCE's former North America business, the Company assumed certain stock-based compensation plans previously sponsored by CCE. Shares from these plans remain available for future grant to current employees who were employees of CCE or its subsidiaries prior to the acquisition or who are hired by the Company or its subsidiaries following the acquisition. The assumed Coca-Cola Enterprises Inc. 2001 Stock Option Plan, Coca-Cola Enterprises Inc. 2004 Stock Award Plan and Coca-Cola Enterprises Inc. 2007 Incentive Award Plan previously sponsored by CCE have approximately 29 million shares available for grant after conversion of CCE common stock into our common stock. The Company has not granted any equity awards from the assumed plans.

Stock Option Plans

The fair value of our stock option grants is amortized over the vesting period, generally four years. The fair value of each option award is estimated on the grant date using a Black-Scholes-Merton option-pricing model. The weighted-average fair value of options granted during the past three years and the weighted-average assumptions used in the Black-Scholes-Merton option-pricing model for such grants were as follows:

	2012			2011			2010
				As Adjusted
Fair value of options at grant date	$	3.80		$	4.64		$	4.70
Dividend yield1	2.7		%	2.7		%	2.9		%
Expected volatility2	18.0		%	19.0		%	20.0		%
Risk-free interest rate3	1.0		%	2.3		%	3.0		%
Expected term of the option4	5 years			5 years			6 years

¹  The dividend yield is the calculated yield on the Company's stock at the time of the grant.

²  Expected volatility is based on implied volatilities from traded options on the Company's stock, historical volatility of the Company's stock and other factors.

³  The risk-free interest rate for the period matching the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant.

⁴  The expected term of the option represents the period of time that options granted are expected to be outstanding and is derived by analyzing historic exercise behavior.

Generally, stock options granted from 1999 through July 2003 expire 15 years from the date of grant and stock options granted in December 2003 and thereafter expire 10 years from the date of grant. The shares of common stock to be issued, transferred and/or sold under the stock option plans are made available from authorized and unissued Company common stock or from the Company's treasury shares. In 2007, the Company began issuing common stock under these plans from the Company's treasury shares. The Company had the following active stock option plans as of December 31, 2012:

• The Coca-Cola Company 1999 Stock Option Plan (the "1999 Option Plan") was approved by shareowners in April 1999. Under the 1999 Option Plan, a maximum of 240 million shares of our common stock was approved to be issued or transferred, through the grant of stock options, to certain officers and employees.

• The Coca-Cola Company 2002 Stock Option Plan (the "2002 Option Plan") was approved by shareowners in April 2002. An amendment to the 2002 Option Plan which permitted the issuance of stock appreciation rights was approved by shareowners in April 2003. Under the 2002 Option Plan, a maximum of 240 million shares of our common stock was approved to be issued or transferred, through the grant of stock options or stock appreciation rights, to certain officers and employees. No stock appreciation rights have been issued under the 2002 Option Plan as of December 31, 2012.

• The Coca-Cola Company 2008 Stock Option Plan (the "2008 Option Plan") was approved by shareowners in April 2008. Under the 2008 Option Plan, a maximum of 280 million shares of our common stock was approved to be issued or transferred to certain officers and employees pursuant to stock options granted under the 2008 Option Plan.

As of December 31, 2012, there were 132 million shares available to be granted under the stock option plans discussed above. Options to purchase common stock under all of these plans have generally been granted at the fair market value of the Company's stock at the date of grant.

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Stock option activity for all stock option plans for the year ended December 31, 2012, was as follows:

	Shares (In millions)		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life	Aggregate Intrinsic Value (In millions)
Outstanding on January 1, 2012 — As Adjusted	323		$	25.62
Granted	53		34.40
Exercised	(61	)	24.43
Forfeited/expired	(6	)	30.01
Outstanding on December 31, 20121	309		$	27.27	5.82 years	$	2,777
Expected to vest at December 31, 2012	305		$	27.20	5.79 years	$	2,765
Exercisable on December 31, 2012	194		$	24.92	4.41 years	$	2,200

¹  Includes 4 million stock option replacement awards in connection with our acquisition of CCE's former North America business in 2010. These options had a weighted-average exercise price of $18.32, and generally vest over 3 years and expire 10 years from the original date of grant.

The total intrinsic value of the options exercised was $780 million, $631 million and $524 million in 2012, 2011 and 2010, respectively. The total shares exercised were 61 million, 65 million and 73 million in 2012, 2011 and 2010, respectively.

Restricted Stock Award Plans

Under The Coca-Cola Company 1989 Restricted Stock Award Plan and The Coca-Cola Company 1983 Restricted Stock Award Plan (the "Restricted Stock Award Plans"), 80 million and 48 million shares of restricted common stock, respectively, were originally available to be granted to certain officers and key employees of our Company. As of December 31, 2012, 32 million shares remain available for grant under the Restricted Stock Award Plans. The Company issues restricted stock to employees as a result of performance share unit awards, time-based awards and performance-based awards.

For awards prior to January 1, 2008, under the 1983 Restricted Stock Award Plan, participants are reimbursed by our Company for income taxes imposed on the award, but not for taxes generated by the reimbursement payment. The 1983 Restricted Stock Award Plan has been amended to eliminate this tax reimbursement for awards after January 1, 2008. The shares are subject to certain transfer restrictions and may be forfeited if a participant leaves our Company for reasons other than retirement, disability or death, absent a change in control of our Company.

Performance Share Unit Awards

In 2003, the Company established a program to grant performance share units under The Coca-Cola Company 1989 Restricted Stock Award Plan to executives. In 2008, the Company expanded the program to award a mix of stock options and performance share units to eligible employees in addition to executives. The number of shares earned is determined at the end of each performance period, generally three years, based on the actual performance criteria predetermined by the Board of Directors at the time of grant. If the performance criteria are met, the award results in a grant of restricted stock or restricted stock units, which are then generally subject to a holding period in order for the restricted stock to be released. For performance share units granted before 2008, this holding period is generally two years. For performance share units granted in 2008 and after, this holding period is generally one year. Restrictions on such stock generally lapse at the end of the holding period. Performance share units generally do not pay dividends or allow voting rights during the performance period. For awards granted prior to 2011, participants generally receive dividends or dividend equivalents once the performance criteria have been certified and the restricted stock or restricted stock units have been issued. For awards granted in 2011 and later, participants generally receive dividends or dividend equivalents once the shares have been released. Accordingly, the fair value of the performance share units is the quoted market value of the Company stock on the grant date less the present value of the expected dividends not received during the relevant period. In the period it becomes probable that the minimum performance criteria specified in the plan will be achieved, we recognize expense for the proportionate share of the total fair value of the performance share units related to the vesting period that has already lapsed. The remaining cost of the grant is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that we will achieve the minimum performance criteria specified in the plan, we reverse all of the previously recognized compensation expense in the period such a determination is made.

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Performance share units under The Coca-Cola Company 1989 Restricted Stock Award Plan require achievement of certain financial measures, primarily compound annual growth in earnings per share or economic profit. These financial measures are adjusted for certain items approved and certified by the Audit Committee of the Board of Directors. The purpose of these adjustments is to ensure a consistent year to year comparison of the specific performance criteria. Economic profit is our net operating profit after tax less the cost of the capital used in our business. In the event the financial results equal the predefined target, the Company will grant the number of restricted shares equal to the target award in the underlying performance share unit agreements. In the event the financial results exceed the predefined target, additional shares up to the maximum award may be granted. In the event the financial results fall below the predefined target, a reduced number of shares may be granted. If the financial results fall below the threshold award performance level, no shares will be granted. Performance share units are generally settled in stock, except for certain circumstances such as death or disability, where former employees or their beneficiaries are provided a cash equivalent payment. As of December 31, 2012, performance share units of 5,105,000, 5,655,000 and 6,824,000 were outstanding for the 2010–2012, 2011–2013 and 2012–2014 performance periods, respectively, based on the target award amounts in the performance share unit agreements.

The following table summarizes information about performance share units based on the target award amounts in the performance share unit agreements:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value
Outstanding on January 1, 2012 — As Adjusted	11,366		$	25.41
Granted	7,034		29.95
Paid in cash equivalent	(16	)	27.30
Canceled/forfeited	(800	)	27.71
Outstanding on December 31, 20121	17,584		$	28.01

¹  The outstanding performance share units as of December 31, 2012, at the threshold award and maximum award levels were 8.8 million and 26.4 million, respectively.

The weighted-average grant date fair value of performance share units granted was $29.95 in 2012, $25.58 in 2011 and $25.17 in 2010. The Company converted performance share units of 16,267 in 2012, 19,462 in 2011 and 27,650 in 2010 to cash equivalent payments of $0.6 million, $0.7 million and $0.7 million, respectively, to former executives who were ineligible for restricted stock grants due to certain events such as death, disability or termination.

The following table summarizes information about the conversions of performance share units to restricted stock and restricted stock units:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value1
Nonvested on January 1, 2012 — As Adjusted2	4,444		$	26.53
Vested and released	(4,302	)	26.53
Canceled/forfeited	(44	)	26.54
Nonvested on December 31, 20122	98		$	26.54

¹  The weighted-average grant-date fair value is based on the fair values of the performance share units granted.

²  The nonvested shares as of January 1, 2012, and December 31, 2012, are presented at the performance share units certified award amount.

The total intrinsic value of restricted shares that were vested and released was $148 million, $72 million and $58 million in 2012, 2011 and 2010, respectively. The total restricted share units vested and released in 2012 were 4,301,732 at the certified award amount. In 2011 and 2010, the total restricted share units vested and released were 2,084,912 and 1,850,466, respectively.

Replacement performance share unit awards issued by the Company in connection with our acquisition of CCE's former North America business are not included in the tables or discussions above and were originally granted under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan. Refer to Note 2. These awards were converted into equivalent share units of the Company's common stock on the acquisition date and entitle the participant to dividend equivalents (which vest, in some cases, only if the restricted share units vest), but not the right to vote. Accordingly, the fair value of these units was the quoted value

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of the Company's stock at the grant date. The number of shares earned is determined at the end of each performance period, generally one to three years, based on the actual performance criteria predetermined at the time of grant. These performance share units require achievement of certain financial measures, primarily compound annual growth in earnings per share, as adjusted for certain items detailed in the plan documents. In the event the financial results exceed the predefined targets, additional shares up to a maximum of 200 percent of target may be granted. In the event the financial results fall below the predefined targets, a reduced number of shares may be granted. If the financial results fall below the minimum award performance level, no shares will be granted.

On the acquisition date, the Company issued 3.3 million replacement performance share unit awards at target with a weighted average grant-date price of $29.56 per share unit for the 2008–2010, 2009 and 2010 performance periods. The 2008–2010 and the 2010 performance period awards were projected to pay out at 200 percent on the acquisition date and were certified as such in February 2011. The 2009 award was already certified at 200 percent prior to the acquisition date. In accordance with accounting principles generally accepted in the United States, the portion of the fair value of the replacement awards related to services provided prior to the business combination was included in the total purchase price. Refer to Note 2. The portion of the fair value associated with future service is recognized as expense over the future service period. However, in the fourth quarter of 2010, the Company modified primarily all of these performance awards to eliminate the remaining holding period after December 31, 2010, which resulted in $74 million of accelerated expense included in the total stock-based compensation expense above. As a result of this modification, the Company released 2.8 million shares at the 200 percent payout for the 2009 performance period award during the fourth quarter of 2010. The intrinsic value of the release of these shares was $91 million. During 2011, the Company released 3.1 million shares at the 200 percent payout with an intrinsic value of $98 million, primarily related to the 2008–2010 and 2010 performance periods. During 2012, the Company released 0.6 million shares at the 200 percent payout with an intrinsic value of $22 million, primarily related to the 2009 performance period. As of December 31, 2012, the Company had 0.1 million outstanding replacement performance share units related to the 2009 performance period. The remaining shares are scheduled for release during the second quarter of 2013.

Time-Based and Performance-Based Restricted Stock and Restricted Stock Unit Awards

The Coca-Cola Company 1989 Restricted Stock Award Plan allows for the grant of time-based and performance-based restricted stock and restricted stock units. The performance-based restricted awards are released only upon the achievement of specific measurable performance criteria. These awards pay dividends during the performance period. The majority of awards have specific performance targets for achievement. If the performance targets are not met, the awards will be canceled. In the period it becomes probable that the performance criteria will be achieved, we recognize expense for the proportionate share of the total fair value of the grant related to the vesting period that has already lapsed. The remaining cost of the grant is expensed on a straight-line basis over the balance of the vesting period.

For time-based and performance-based restricted stock awards, participants are entitled to vote and receive dividends on the restricted shares. The Company also awards time-based and performance-based restricted stock units for which participants may receive payments of dividend equivalents but are not entitled to vote. As of December 31, 2012, the Company had outstanding nonvested time-based and performance-based restricted stock awards, including restricted stock units, of 774,000 and 92,000, respectively. Time-based and performance-based restricted awards were not significant to our consolidated financial statements.

In 2010, the Company issued time-based restricted stock unit replacement awards in connection with our acquisition of CCE's former North America business. Refer to Note 2. These awards were converted into equivalent shares of the Company's common stock. These restricted share awards entitle the participant to dividend equivalents (which vest, in some cases, only if the restricted share unit vests), but not the right to vote. As of December 31, 2012, the Company had 65,000 outstanding nonvested time-based restricted stock replacement awards, including restricted stock units. These time-based restricted awards were not significant to our consolidated financial statements.

NOTE 13: PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. This change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required. Refer to Note 1 for further information related to this change and the impact it had on our consolidated financial statements.

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As part of the Company's acquisition of CCE's former North America business during the fourth quarter of 2010, we assumed certain liabilities related to pension and other postretirement benefit plans. Refer to Note 2 for additional information related to this acquisition. These liabilities relate to various pension, retiree medical and defined contribution plans (referred to herein as the "assumed plans"). The assumed plans include participation in multi-employer pension plans in the United States. See discussion of multi-employer plans below.

We refer to the funded defined benefit pension plan in the United States that is not associated with collective bargaining organizations as the "primary U.S. plan." As of December 31, 2012, the primary U.S. plan represented 59 percent and 64 percent of the Company's consolidated projected benefit obligation and pension assets, respectively.

Obligations and Funded Status

The following table sets forth the changes in benefit obligations and the fair value of plan assets for our benefit plans (in millions):

	Pension Benefits						Other Benefits
	2012			2011			2012			2011
Benefit obligation at beginning of year1	$	8,255		$	7,292		$	953		$	889
Service cost	291			249			34			32
Interest cost	388			391			43			45
Foreign currency exchange rate changes	(7		)	30			3			2
Amendments	(3		)	(57		)	(2		)	(12		)
Actuarial loss (gain)	1,259			773			115			45
Benefits paid2	(420		)	(440		)	(53		)	(63		)
Settlements	(35		)	(24		)	—			—
Curtailments	6			—			—			—
Special termination benefits	1			8			—			3
Other3	(42		)	33			11			12
Benefit obligation at end of year1	$	9,693		$	8,255		$	1,104		$	953
Fair value of plan assets at beginning of year	$	6,171		$	5,497		$	185		$	187
Actual return on plan assets	822			73			16			(4		)
Employer contributions	1,056			1,001			—			—
Foreign currency exchange rate changes	(17		)	(1		)	—			—
Benefits paid	(366		)	(374		)	(2		)	(1		)
Settlements	(34		)	(27		)	—			—
Other3	(48		)	2			3			3
Fair value of plan assets at end of year	$	7,584		$	6,171		$	202		$	185
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

¹  For pension benefit plans, the benefit obligation is the projected benefit obligation. For other benefit plans, the benefit obligation is the accumulated postretirement benefit obligation. The accumulated benefit obligation for our pension plans was $9,345 million and $7,958 million as of December 31, 2012 and 2011, respectively.

²  Benefits paid to pension plan participants during 2012 and 2011 included $54 million and $66 million, respectively, in payments related to unfunded pension plans that were paid from Company assets. Benefits paid to participants of other benefit plans during 2012 and 2011 included $51 million and $62 million, respectively, that were paid from Company assets.

³  In 2012, primarily relates to the transfer of assets and liabilities associated with the Company's consolidated Philippine bottling operations to assets held for sale and liabilities held for sale as of December 31, 2012. Refer to Note 2 for additional information.

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Pension and other benefit amounts recognized in our consolidated balance sheets are as follows (in millions):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
Noncurrent asset	$	395		$	468		$	—		$	—
Current liability	(73		)	(68		)	(21		)	(21		)
Long-term liability	(2,431		)	(2,484		)	(881		)	(747		)
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

Effective January 1, 2010, the Company's existing primary U.S. plan was transitioned from a traditional final average pay formula to a cash balance formula. In general, employees may receive credits based on age, service, pay and interest under the new method. The pension plan acquired by the Company in connection with our acquisition of CCE's former North America business transitioned to a cash balance formula in 2011.

Certain of our pension plans have projected benefit obligations in excess of the fair value of plan assets. For these plans, the projected benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Projected benefit obligation	$	9,161	$	7,591
Fair value of plan assets	6,659		5,048

Certain of our pension plans have accumulated benefit obligations in excess of the fair value of plan assets. For these plans, the accumulated benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Accumulated benefit obligation	$	8,736	$	7,277
Fair value of plan assets	6,546		4,998

Pension Plan Assets

The following table presents total assets for our U.S. and non-U.S. pension plans (in millions):

	U.S. Plans				Non-U.S. Plans
December 31,	2012		2011		2012		2011
Cash and cash equivalents	$	299	$	104	$	87	$	123
Equity securities:
U.S.-based companies	1,844		1,362		37		33
International-based companies	324		630		640		323
Fixed-income securities:
Government bonds	399		358		163		415
Corporate bonds and debt securities	856		669		126		49
Mutual, pooled and commingled funds1	1,057		323		453		406
Hedge funds/limited partnerships	496		458		29		31
Real estate	248		256		9		14
Other	26		114		491		503
Total pension plan assets2	$	5,549	$	4,274	$	2,035	$	1,897

¹  Mutual, pooled and commingled funds include investments in equity securities, fixed-income securities and combinations of both. There are a significant number of mutual, pooled and commingled funds from which investors can choose. The selection of the type of fund is dictated by the specific investment objectives and needs of a given plan. These objectives and needs vary greatly between plans.

²  Fair value disclosures related to our pension assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

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Investment Strategy for U.S. Pension Plans

The Company utilizes the services of investment managers to actively manage the pension assets of our U.S. plans. We have established asset allocation targets and investment guidelines with each investment manager. Our asset allocation targets promote optimal expected return and volatility characteristics given the long-term time horizon for fulfilling the obligations of the plan. Selection of the targeted asset allocation for U.S. plan assets was based upon a review of the expected return and risk characteristics of each asset class, as well as the correlation of returns among asset classes. During 2012, the Company revised asset allocation targets and restructured the investment manager composition to further diversify investment risk and reduce volatility while maintaining long-term return objectives. Our revised target allocation is a mix of approximately 42 percent equity investments, 30 percent fixed-income investments and 28 percent alternative investments. As of December 31, 2012, the transition to the new asset allocation targets was not complete, but we anticipate this transition being completed during the first quarter of 2013. We believe this target allocation will enable us to achieve the following long-term investment objectives:

(1) optimize the long-term return on plan assets at an acceptable level of risk;

(2) maintain a broad diversification across asset classes and among investment managers;

(3) maintain careful control of the risk level within each asset class; and

(4) focus on a long-term return objective.

The guidelines that have been established with each investment manager provide parameters within which the investment managers agree to operate, including criteria that determine eligible and ineligible securities, diversification requirements and credit quality standards, where applicable. Unless exceptions have been approved, investment managers are prohibited from buying or selling commodities, futures or option contracts, as well as from short selling of securities. Additionally, investment managers agree to obtain written approval for deviations from stated investment style or guidelines. As of December 31, 2012, no investment manager was responsible for more than 10 percent of total U.S. plan assets.

Our target allocation of 42 percent equity investments is composed of approximately 60 percent in global equities, 16 percent in emerging market equities and 24 percent in domestic small- and mid-cap equities. Optimal returns through our investments in global equities are achieved through security selection as well as country and sector diversification. Investments in the common stock of our Company accounted for approximately 5 percent of our global equities allocation and approximately 2 percent of total U.S. plan assets. Our investments in global equities are intended to provide diversified exposure to both U.S. and non-U.S. equity markets. Our investments in both emerging market equities and domestic small- and mid-cap equities are expected to experience larger swings in their market value on a periodic basis. Our investments in these asset classes are selected based on capital appreciation potential.

Our target allocation of 30 percent fixed-income investments is composed of 33 percent long-duration bonds and 67 percent with multi-strategy alternative credit managers. Long-duration bonds provide a stable rate of return through investments in high-quality publicly traded debt securities. Our investments in long-duration bonds are diversified in order to mitigate duration and credit exposure. Multi-strategy alternative credit managers invest in a combination of high-yield bonds, bank loans, structured credit and emerging market debt. These investments are in lower-rated and non-rated debt securities, which generally produce higher returns compared to long-duration bonds and also help to diversify our overall fixed-income portfolio.

In addition to investments in equity securities and fixed-income investments, we have a target allocation of 28 percent in alternative investments. These alternative investments include hedge funds, reinsurance, private equity limited partnerships, leveraged buyout funds, international venture capital partnerships and real estate. The objective of investing in alternative investments is to provide a higher rate of return than that available from publicly traded equity securities. These investments are inherently illiquid and require a long-term perspective in evaluating investment performance.

Investment Strategy for Non-U.S. Pension Plans

As of December 31, 2012, the long-term target allocation for 45 percent of our international subsidiaries' plan assets, primarily certain of our European plans, is 56 percent equity securities and 44 percent fixed-income securities. The actual allocation for the remaining 55 percent of the Company's international subsidiaries' plan assets consisted of 38 percent mutual, pooled and commingled funds; 16 percent equity securities; 15 percent fixed-income securities; and 31 percent other investments. The investment strategies of our international subsidiaries differ greatly, and in some instances are influenced by local law. None of our pension plans outside the United States is individually significant for separate disclosure.

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Other Postretirement Benefit Plan Assets

Plan assets associated with other benefits primarily represent funding of the U.S. postretirement benefit plan through a U.S. Voluntary Employee Beneficiary Association ("VEBA"), a tax-qualified trust. The VEBA assets remain segregated from the primary U.S. pension master trust and are primarily invested in liquid assets due to the level of expected future benefit payments.

The following table presents total assets for our other postretirement benefit plans (in millions):

December 31,	2012		2011
Cash and cash equivalents	$	13	$	86
Equity securities:
U.S.-based companies	81		70
International-based companies	4		13
Fixed-income securities:
Government bonds	78		2
Corporate bonds and debt securities	5		6
Mutual, pooled and commingled funds	16		3
Hedge funds/limited partnerships	3		2
Real estate	2		2
Other	—		1
Total other postretirement benefit plan assets1	$	202	$	185

¹  Fair value disclosures related to our other postretirement benefit plan assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

Components of Net Periodic Benefit Cost

Net periodic benefit cost for our pension and other postretirement benefit plans consisted of the following (in millions):

	Pension Benefits									Other Benefits
Year Ended December 31,	2012			2011			2010			2012			2011			2010
				As Adjusted
Service cost	$	291		$	249		$	143		$	34		$	32		$	24
Interest cost	388			391			260			43			45			30
Expected return on plan assets	(573		)	(508		)	(285		)	(8		)	(8		)	(8		)
Amortization of prior service cost (credit)	(2		)	5			5			(52		)	(61		)	(61		)
Amortization of actuarial loss	137			82			83			6			2			3
Net periodic benefit cost (credit)	$	241		$	219		$	206		$	23		$	10		$	(12	)
Settlement charge	3			3			6			—			—			—
Curtailment charge	6			—			—			—			—			—
Special termination benefits1	1			8			—			—			3			1
Total cost (credit) recognized in the statements of income	$	251		$	230		$	212		$	23		$	13		$	(11	)

¹  The special termination benefits primarily relate to the Company's productivity, restructuring and integration initiatives. Refer to Note 18 for additional information related to our productivity, restructuring and integration initiatives.

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The following table sets forth the changes in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Beginning balance in AOCI	$	(2,169	)	$	(1,101	)	$	(34	)	$	72
Recognized prior service cost (credit)	(2		)	5			(52		)	(61		)
Recognized net actuarial loss (gain)	140			85			6			2
Prior service credit (cost) arising in current year	3			57			2			12
Net actuarial (loss) gain arising in current year	(1,009		)	(1,208		)	(107		)	(57		)
Foreign currency translation gain (loss)	5			(7		)	(1		)	(2		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

The following table sets forth amounts in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Prior service credit (cost)	$	16		$	14		$	23		$	73
Net actuarial loss	(3,048		)	(2,183		)	(209		)	(107		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

Amounts in AOCI expected to be recognized as components of net periodic pension cost in 2013 are as follows (in millions, pretax):

	Pension Benefits			Other Benefits
Amortization of prior service cost (credit)	$	(3	)	$	(10	)
Amortization of actuarial loss	238			11
	$	235		$	1

Assumptions

Certain weighted-average assumptions used in computing the benefit obligations are as follows:

	Pension Benefits				Other Benefits
December 31,	2012		2011		2012		2011
Discount rate	4.00	%	4.75	%	4.00	%	4.75	%
Rate of increase in compensation levels	3.50	%	3.25	%	N/A		N/A

Certain weighted-average assumptions used in computing net periodic benefit cost are as follows:

	Pension Benefits						Other Benefits
December 31,	2012		2011		2010		2012		2011		2010
Discount rate	4.75	%	5.50	%	5.75	%	4.75	%	5.25	%	5.50	%
Rate of increase in compensation levels	3.25	%	4.00	%	3.75	%	N/A		N/A		N/A
Expected long-term rate of return on plan assets	8.25	%	8.25	%	8.00	%	4.75	%	4.75	%	4.75	%

The expected long-term rate of return assumption for U.S. pension plan assets is based upon the target asset allocation and is determined using forward-looking assumptions in the context of historical returns and volatilities for each asset class, as well as correlations among asset classes. We evaluate the rate of return assumption on an annual basis. The expected long-term rate of return assumption used in computing 2012 net periodic pension cost for the U.S. plans was 8.5 percent. As of December 31,

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2012, the 10-year annualized return on plan assets in the primary U.S. plan was 8.4 percent, the 15-year annualized return was 6.1 percent, and the annualized return since inception was 11.0 percent.

The assumed health care cost trend rates are as follows:

December 31,	2012		2011
Health care cost trend rate assumed for next year	8.00	%	8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	5.00	%	5.00	%
Year that the rate reaches the ultimate trend rate	2019		2018

The Company's U.S. postretirement benefit plans are primarily defined dollar benefit plans that limit the effects of medical inflation because the plans have established dollar limits for determining our contributions. As a result, the effect of a 1 percentage point change in the assumed health care cost trend rate would not be significant to the Company.

The discount rate assumptions used to account for pension and other postretirement benefit plans reflect the rates at which the benefit obligations could be effectively settled. Rates for each of our U.S. plans at December 31, 2012, were determined using a cash flow matching technique whereby the rates of a yield curve, developed from high-quality debt securities, were applied to the benefit obligations to determine the appropriate discount rate. For our non-U.S. plans, we base the discount rate on comparable indices within each of the countries. The rate of compensation increase assumption is determined by the Company based upon annual reviews. We review external data and our own historical trends for health care costs to determine the health care cost trend rate assumptions.

Cash Flows

Our estimated future benefit payments for funded and unfunded plans are as follows (in millions):

Year Ended December 31,	2013		2014		2015		2016		2017		2018-2022
Pension benefit payments	$	452	$	473	$	493	$	510	$	542	$	2,929
Other benefit payments1	58		61		64		65		66		352
Total estimated benefit payments	$	510	$	534	$	557	$	575	$	608	$	3,281

¹  The expected benefit payments for our other postretirement benefit plans are net of estimated federal subsidies expected to be received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003. Federal subsidies are estimated to be approximately $18 million for the period 2013–2017, and $22 million for the period 2018–2022.

On March 23, 2010, the Patient Protection and Affordable Care Act (HR 3590) (the "Act") was signed into law. As a result of this legislation, entities are no longer eligible to receive a tax deduction for the portion of prescription drug expenses reimbursed under the Medicare Part D subsidy. This change resulted in a reduction of our deferred tax assets and a corresponding charge to income tax expense of $14 million during the first quarter of 2010.

The Company anticipates making pension contributions in 2013 of approximately $640 million, of which approximately $359 million will be allocated to our primary U.S. plan. The majority of these contributions are discretionary.

Defined Contribution Plans

Our Company sponsors qualified defined contribution plans covering substantially all U.S. employees. Under the largest U.S. defined contribution plan, we match participants' contributions up to a maximum of 3.5 percent of compensation, subject to certain limitations. Company costs related to the U.S. plans were $93 million, $78 million and $44 million in 2012, 2011 and 2010, respectively. We also sponsor defined contribution plans in certain locations outside the United States. Company costs associated with those plans were $29 million, $31 million and $35 million in 2012, 2011 and 2010, respectively.

Multi-Employer Plans

As a result of our acquisition of CCE's former North America business during the fourth quarter of 2010, the Company now participates in various multi-employer pension plans in the United States. Multi-employer pension plans are designed to cover employees from multiple employers and are typically established under collective bargaining agreements. These plans allow multiple employers to pool their pension resources and realize efficiencies associated with the daily administration of the plan.

Multi-employer plans are generally governed by a board of trustees composed of management and labor representatives and are funded through employer contributions.

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The Company's expense for U.S. multi-employer pension plans totaled $31 million and $69 million in 2012 and 2011, respectively. In 2011, the Company's expense for U.S. multi-employer pension plans included charges of $32 million related to the withdrawal from certain of these plans in connection with the Company's integration initiatives in North America. Refer to Note 18 for additional information related to these initiatives. The plans we currently participate in have contractual arrangements that extend into 2017. If, in the future, we choose to withdraw from any of the multi-employer pension plans in which we currently participate, we would need to record the appropriate withdrawal liabilities at that time.

NOTE 14: INCOME TAXES

Income before income taxes consisted of the following (in millions):

Year Ended December 31,	2012		2011		2010
			As Adjusted
United States1	$	3,526	$	3,029	$	7,188
International	8,283		8,429		7,019
Total	$	11,809	$	11,458	$	14,207

¹  In 2010, the Company's U.S. income before income taxes included a $4,978 million gain due to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. Refer to Note 2 for additional information.

Income tax expense consisted of the following for the years ended December 31, 2012, 2011 and 2010 (in millions):

	United States		State and Local		International			Total
2012
Current	$	602	$	74	$	1,415		$	2,091
Deferred	936		33		(337		)	632
2011 — As Adjusted
Current	$	286	$	66	$	1,425		$	1,777
Deferred	898		27		110			1,035
2010 — As Adjusted
Current	$	469	$	85	$	1,212		$	1,766
Deferred	586		2		16			604

We made income tax payments of $981 million, $1,612 million and $1,766 million in 2012, 2011 and 2010, respectively.

A reconciliation of the statutory U.S. federal tax rate and our effective tax rate is as follows:

Year Ended December 31,	2012			2011			2010
				As Adjusted
Statutory U.S. federal tax rate	35.0	%		35.0	%		35.0	%
State and local income taxes — net of federal benefit	1.1			0.9			0.6
Earnings in jurisdictions taxed at rates different from the statutory U.S. federal rate	(9.5	)	1,2	(9.5	)	5,6,7	(5.6	)	15
Reversal of valuation allowances	(2.4	)	3	—			—
Equity income or loss	(2.0	)		(1.4	)	8	(1.9	)	16
CCE transaction	—			—			(12.5	)	17,18
Sale of Norwegian and Swedish bottling operations	—			—		9	0.4		19
Other operating charges	0.4		4	0.3		10	0.4		20
Other — net	0.5			(0.8	)	11,12,13,14	0.3		21,22
Effective tax rate	23.1	%		24.5	%		16.7	%

¹  Includes a tax expense of $133 million (or a 1.1 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

²  Includes a tax expense of $57 million on pretax net gains of $76 million (or a 0.3 percent impact on our effective tax rate) related to the following: a gain recognized as a result of the merger of Embotelladora Andina S.A. ("Andina") and Embotelladoras Coca-Cola Polar S.A. ("Polar"); a gain recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock

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at a per share amount greater than the carrying value of the Company's per share investment; the loss recognized on the pending sale of a majority ownership interest in our consolidated Philippine bottling operations to Coca-Cola FEMSA; and the expense recorded for the premium the Company paid over the publicly traded market price to acquire an ownership interest in Mikuni. Refer to Note 17.

³  Relates to a net tax benefit of $283 million associated with the reversal of valuation allowances in certain of the Company's foreign jurisdictions.

⁴  Includes a tax benefit of $95 million on pretax charges of $416 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity and reinvestment program as well as other restructuring initiatives; the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives; and the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18.

⁵  Includes a tax benefit of $6 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

⁶  Includes a zero percent effective tax rate on pretax charges of $17 million due to the impairment of available-for-sale securities. Refer to Note 3 and Note 17.

⁷  Includes a tax expense of $299 million on pretax net gains of $641 million (or a 0.7 percent impact on our effective tax rate) related to the net gain recognized as a result of the merger of Embotelladoras Arca, S.A.B. de C.V. ("Arca") and Grupo Continental S.A.B. ("Contal"); the gain recognized on the sale of our investment in Embonor; and gains the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

⁸  Includes a tax benefit of $7 million on pretax net charges of $53 million (or a 0.1 percent impact on our effective tax rate) related to our proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

⁹  Includes a tax benefit of $2 million on pretax charges of $5 million related to the finalization of working capital adjustments on the sale of our Norwegian and Swedish bottling operations. Refer to Note 2 and Note 17.

¹⁰  Includes a tax benefit of $224 million on pretax charges of $732 million (or a 0.3 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives; transaction costs incurred in connection with the merger of Arca and Contal; costs associated with the earthquake and tsunami that devastated northern and eastern Japan; and costs associated with the flooding in Thailand. Refer to Note 17.

¹¹  Includes a tax benefit of $8 million on pretax charges of $19 million related to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

¹²  Includes a tax benefit of $3 million on pretax net charges of $9 million related to the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10.

¹³  Includes a tax benefit of $14 million on pretax charges of $41 million related to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 17.

¹⁴  Includes a tax benefit of $2 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in certain domestic jurisdictions.

¹⁵  Includes a tax expense of $265 million (or a 1.9 percent impact on our effective tax rate) primarily related to deferred tax expense on certain current year undistributed foreign earnings that are not considered indefinitely reinvested and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.

¹⁶  Includes a tax benefit of $9 million on pretax net charges of $66 million (or a 0.1 percent impact on our effective tax rate) related to charges recorded by our equity method investees. Refer to Note 17.

¹⁷  Includes a tax benefit of $34 million on a pretax gain of $4,978 million (or a reduction of 12.5 percent on our effective tax rate) related to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. The tax benefit reflects the impact of reversing deferred tax liabilities associated with our equity investment in CCE prior to the acquisition. Refer to Note 2.

¹⁸  Includes a tax benefit of $99 million on pretax charges of $265 million related to the write-off of preexisting relationships with CCE. Refer to Note 2.

¹⁹  Includes a tax expense of $261 million on a pretax gain of $597 million (or a 0.4 percent impact on our effective tax rate) related to the sale of our Norwegian and Swedish bottling operations. Refer to Note 2.

²⁰  Includes a tax benefit of $223 million on pretax charges of $819 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives, transaction costs and charitable contributions. Refer to Note 17.

²¹  Includes a tax benefit of $114 million on pretax charges of $493 million (or a 0.5 percent impact on our effective tax rate) related to the repurchase of certain long-term debt and costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer; the loss related to the remeasurement of our Venezuelan subsidiary's net assets; other-than-temporary impairment charges; and a donation of preferred shares in one of our equity method investees. Refer to Note 17.

²²  Includes a tax expense of $31 million (or a 0.2 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, and other tax matters in certain domestic jurisdictions.

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Our effective tax rate reflects the tax benefits of having significant operations outside the United States, which are generally taxed at rates lower than the U.S. statutory rate of 35 percent. As a result of employment actions and capital investments made by the Company, certain tax jurisdictions provide income tax incentive grants, including Brazil, Costa Rica, Singapore and Swaziland. The terms of these grants expire from 2015 to 2020. We expect each of these grants to be renewed indefinitely. Tax incentive grants favorably impacted our income tax expense by $168 million, $193 million and $145 million for the years ended December 31, 2012, 2011 and 2010, respectively. In addition, our effective tax rate reflects the benefits of having significant earnings generated in investments accounted for under the equity method of accounting, which are generally taxed at rates lower than the U.S. statutory rate.

In 2010, the Company recorded a $4,978 million pretax remeasurement gain associated with the acquisition of CCE's former North America business. This remeasurement gain was not recognized for tax purposes and therefore no tax expense was recorded on this gain. Also, as a result of this acquisition, the Company was required to reverse $34 million of deferred tax liabilities which were associated with our equity investment in CCE prior to the acquisition. In addition, the Company recognized a $265 million charge related to the settlement of preexisting relationships with CCE, and we recorded a tax benefit of 37 percent related to this charge.

The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. U.S. tax authorities have completed their federal income tax examinations for all years prior to 2005. With respect to state and local jurisdictions and countries outside the United States, with limited exceptions, the Company and its subsidiaries are no longer subject to income tax audits for years before 2002. For U.S. federal and state tax purposes, the net operating losses and tax credit carryovers acquired in connection with our acquisition of CCE's former North America business that were generated between the years of 1990 through 2010 are subject to adjustments until the year in which they are actually utilized is no longer subject to examination.

Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, including interest and penalties, have been provided for any adjustments that are expected to result from those years.

As of December 31, 2012, the gross amount of unrecognized tax benefits was $302 million. If the Company were to prevail on all uncertain tax positions, the net effect would be a benefit to the Company's effective tax rate of $187 million, exclusive of any benefits related to interest and penalties. The remaining $115 million, which was recorded as a deferred tax asset, primarily represents tax benefits that would be received in different tax jurisdictions in the event the Company did not prevail on all uncertain tax positions.

A reconciliation of the changes in the gross balance of unrecognized tax benefit amounts is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Beginning balance of unrecognized tax benefits	$	320		$	387		$	354
Increases related to prior period tax positions	69			9			26
Decreases related to prior period tax positions	(15		)	(19		)	(10		)
Increases related to current period tax positions	23			6			33
Decreases related to current period tax positions	—			(1		)	—
Decreases related to settlements with taxing authorities	(45		)	(5		)	—
Reductions as a result of a lapse of the applicable statute of limitations	(36		)	(46		)	(1		)
Increase related to acquisition of CCE's former North America business	—			—			6
Increases (decreases) from effects of foreign currency exchange rates	(14		)	(11		)	(21		)
Ending balance of unrecognized tax benefits	$	302		$	320		$	387

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company had $113 million, $110 million and $112 million in interest and penalties related to unrecognized tax benefits accrued as of December 31, 2012, 2011 and 2010, respectively. Of these amounts, $33 million of expense, $2 million of benefit and $17 million of expense were recognized through income tax expense in 2012, 2011 and 2010, respectively. If the Company were to prevail on all uncertain tax positions, the reversal of this accrual would also be a benefit to the Company's effective tax rate.

It is expected that the amount of unrecognized tax benefits will change in the next 12 months; however, we do not expect the change to have a significant impact on our consolidated statements of income or consolidated balance sheets. These changes may be the result of settlements of ongoing audits, statute of limitations expiring, or final settlements in transfer pricing matters that are the subject of litigation. At this time, an estimate of the range of the reasonably possible outcomes cannot be made.

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As of December 31, 2012, undistributed earnings of the Company's foreign subsidiaries amounted to $26.9 billion. Those earnings are considered to be indefinitely reinvested and, accordingly, no U.S. federal and state income taxes have been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, the Company would be subject to both U.S. income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various foreign countries. Determination of the amount of unrecognized deferred U.S. income tax liability is not practical because of the complexities associated with its hypothetical calculation; however, unrecognized foreign tax credits would be available to reduce a portion of the U.S. tax liability.

The tax effects of temporary differences and carryforwards that give rise to deferred tax assets and liabilities consist of the following (in millions):

December 31,	2012			2011
Deferred tax assets:
Property, plant and equipment	$	89		$	224
Trademarks and other intangible assets	77			68
Equity method investments (including foreign currency translation adjustment)	209			278
Derivative financial instruments	116			43
Other liabilities	1,178			1,257
Benefit plans	1,808			2,022
Net operating/capital loss carryforwards	782			818
Other	320			418
Gross deferred tax assets	$	4,579		$	5,128
Valuation allowances	(487		)	(859		)
Total deferred tax assets1,2	$	4,092		$	4,269
Deferred tax liabilities:
Property, plant and equipment	$	(2,204	)	$	(2,039	)
Trademarks and other intangible assets	(4,133		)	(4,201		)
Equity method investments (including foreign currency translation adjustment)	(712		)	(816		)
Derivative financial instruments	(140		)	(129		)
Other liabilities	(144		)	(129		)
Benefit plans	(495		)	(445		)
Other	(929		)	(753		)
Total deferred tax liabilities3	$	(8,757	)	$	(8,512	)
Net deferred tax liabilities	$	(4,665	)	$	(4,243	)

¹  Noncurrent deferred tax assets of $403 million and $243 million were included in the line item other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

²  Current deferred tax assets of $244 million and $227 million were included in the line item prepaid expenses and other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

³  Current deferred tax liabilities of $331 million and $19 million were included in the line item accounts payable and accrued expenses in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

As of December 31, 2012 and 2011, we had $70 million of net deferred tax assets and $491 million of net deferred tax liabilities located in countries outside the United States.

As of December 31, 2012, we had $6,494 million of loss carryforwards available to reduce future taxable income. Loss carryforwards of $279 million must be utilized within the next five years, and the remainder can be utilized over a period greater than five years.

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An analysis of our deferred tax asset valuation allowances is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	859		$	950		$	681
Increase due to our acquisition of CCE's former North America business	—			—			291
Additions	126			138			115
Decrease due to transfer to assets held for sale	(146		)	—			—
Deductions	(352		)	(229		)	(137		)
Balance at end of year	$	487		$	859		$	950

The Company's deferred tax asset valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards from operations in various jurisdictions. These valuation allowances were primarily related to deferred tax assets generated from net operating losses. Current evidence does not suggest we will realize sufficient taxable income of the appropriate character within the carryforward period to allow us to realize these deferred tax benefits. If we were to identify and implement tax planning strategies to recover these deferred tax assets or generate sufficient income of the appropriate character in these jurisdictions in the future, it could lead to the reversal of these valuation allowances and a reduction of income tax expense. The Company believes that it will generate sufficient future taxable income to realize the tax benefits related to the remaining net deferred tax assets in our consolidated balance sheets.

In 2012, the Company recognized a net decrease of $372 million in its valuation allowances. This decrease was primarily related to the reversal of valuation allowances in several foreign jurisdictions. As a result of considering recent significant positive evidence, including, among other items, a consistent pattern of earnings in the past three years, as well as business plans showing continued profitability, it was determined that a valuation allowance was no longer required for certain deferred tax assets primarily recorded on net operating losses in foreign jurisdictions. This decrease was also partially due to a transfer of a valuation allowance into assets held for sale as required by accounting principles generally accepted in the United States upon execution of the share purchase agreement for the sale of a majority interest in our consolidated Philippine bottling operations. Refer to Note 1 for additional information on the Company's accounting policy related to assets and liabilities held for sale. Refer to Note 2 for additional information on the Company's Philippine bottling operations. In addition, the Company recognized an increase in its valuation allowances primarily due to the addition of a deferred tax asset and related valuation allowance on certain investments accounted for under the equity method of accounting and increases in net operating losses during the normal course of business operations.

In 2011, the Company recognized a net decrease of $91 million in its valuation allowances. This decrease was primarily related to the utilization of net operating losses during the normal course of business operations; the reversal of a deferred tax asset and related valuation allowance on certain expiring attributes; and the reversal of a deferred tax asset and related valuation allowance on certain equity investments. In addition, the Company recognized an increase in the valuation allowances primarily due to the carryforward of expenses disallowed in the current year and increases in net operating losses during the normal course of business operations.

In 2010, the Company recognized a net increase of $269 million in its valuation allowances. This increase was primarily related to valuation allowances on various tax loss carryforwards acquired in conjunction with our acquisition of CCE's former North America business. The Company also recognized an increase in the valuation allowances due to the carryforward of expenses disallowed in the current year and changes to deferred tax assets and a related valuation allowance on certain equity method investments. In addition, the Company recognized a reduction in the valuation allowances primarily due to the reversal of a deferred tax asset and related valuation allowance on certain expiring attributes; the reversal of a deferred tax asset and related valuation allowance related to the deconsolidation of certain entities; and the impact of foreign currency fluctuations.

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NOTE 15: OTHER COMPREHENSIVE INCOME

AOCI attributable to shareowners of The Coca-Cola Company is separately presented on our consolidated balance sheets as a component of The Coca-Cola Company's shareowners' equity, which also includes our proportionate share of equity method investees' AOCI. Other comprehensive income (loss) ("OCI") attributable to noncontrolling interests is allocated to, and included in, our balance sheets as part of the line item equity attributable to noncontrolling interests. AOCI attributable to shareowners of The Coca-Cola Company consisted of the following (in millions):

December 31,	2012			2011
				As Adjusted
Foreign currency translation adjustment	$	(1,665	)	$	(1,445	)
Accumulated derivative net gains (losses)	46			(53		)
Unrealized net gains (losses) on available-for-sale securities	338			160
Adjustments to pension and other benefit liabilities	(2,104		)	(1,436		)
Accumulated other comprehensive income (loss)	$	(3,385	)	$	(2,774	)

OCI attributable to shareowners of The Coca-Cola Company, including our proportionate share of equity method investees' OCI, for the years ended December 31, 2012, 2011 and 2010, is as follows (in millions):

	Before-Tax Amount			Income Tax			After-Tax Amount
2012
Net foreign currency translation adjustment	$	(219	)	$	(1	)	$	(220	)
Derivatives:
Unrealized gains (losses) arising during the year	77			(29		)	48
Reclassification adjustments recognized in net income	82			(31		)	51
Net gain (loss) on derivatives1	159			(60		)	99
Available-for-sale securities:
Unrealized gains (losses) arising during the year	248			(64		)	184
Reclassification adjustments recognized in net income	(6		)	—			(6		)
Net change in unrealized gain (loss) on available-for-sale securities2	242			(64		)	178
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,132		)	405			(727		)
Reclassification adjustments recognized in net income	92			(33		)	59
Net change in pension and other benefit liabilities3	(1,040		)	372			(668		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(858	)	$	247		$	(611	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

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	Before-Tax Amount			Income Tax			After-Tax Amount
2011 — As Adjusted
Net foreign currency translation adjustment	$	(639	)	$	(1	)	$	(640	)
Derivatives:
Unrealized gains (losses) arising during the year	(3		)	(1		)	(4		)
Reclassification adjustments recognized in net income	243			(94		)	149
Net gain (loss) on derivatives1	240			(95		)	145
Available-for-sale securities:
Unrealized gains (losses) arising during the year	(4		)	(8		)	(12		)
Reclassification adjustments recognized in net income	10			(5		)	5
Net change in unrealized gain (loss) on available-for-sale securities2	6			(13		)	(7		)
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,206		)	423			(783		)
Reclassification adjustments recognized in net income	31			(11		)	20
Net change in pension and other benefit liabilities3	(1,175		)	412			(763		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(1,568	)	$	303		$	(1,265	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

	Before-Tax Amount			Income Tax			After-Tax Amount
2010 — As Adjusted
Net foreign currency translation adjustment	$	(966	)	$	31		$	(935	)
Derivatives:
Unrealized gains (losses) arising during the year	(239		)	108			(131		)
Reclassification adjustments recognized in net income	17			(6		)	11
Net gain (loss) on derivatives1	(222		)	102			(120		)
Available-for-sale securities:
Unrealized gains (losses) arising during the year	115			(25		)	90
Reclassification adjustments recognized in net income	18			(6		)	12
Net change in unrealized gain (loss) on available-for-sale securities2	133			(31		)	102
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	397			(139		)	258
Reclassification adjustments recognized in net income	35			(11		)	24
Net change in pension and other benefit liabilities3	432			(150		)	282
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(623	)	$	(48	)	$	(671	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

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NOTE 16: FAIR VALUE MEASUREMENTS

Accounting principles generally accepted in the United States define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:

• Level 1 — Quoted prices in active markets for identical assets or liabilities.

• Level 2 — Observable inputs other than quoted prices included in Level 1. We value assets and liabilities included in this level using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.

• Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

Recurring Fair Value Measurements

In accordance with accounting principles generally accepted in the United States, certain assets and liabilities are required to be recorded at fair value on a recurring basis. For our Company, the only assets and liabilities that are adjusted to fair value on a recurring basis are investments in equity and debt securities classified as trading or available-for-sale and derivative financial instruments. Additionally, the Company adjusts the carrying value of long-term debt as a result of the Company's fair value hedging strategy.

Investments in Trading and Available-for-Sale Securities

The fair values of our investments in trading and available-for-sale securities using quoted market prices from daily exchange traded markets are based on the closing price as of the balance sheet date and are classified as Level 1. The fair values of our investments in trading and available-for-sale securities classified as Level 2 are priced using quoted market prices for similar instruments or nonbinding market prices that are corroborated by observable market data. Inputs into these valuation techniques include actual trade data, benchmark yields, broker/dealer quotes and other similar data. These inputs are obtained from quoted market prices, independent pricing vendors or other sources.

Derivative Financial Instruments

The fair values of our futures contracts are primarily determined using quoted contract prices on futures exchange markets. The fair values of these instruments are based on the closing contract price as of the balance sheet date and are classified as Level 1.

The fair values of our derivative instruments other than futures are determined using standard valuation models. The significant inputs used in these models are readily available in public markets, or can be derived from observable market transactions, and therefore have been classified as Level 2. Inputs used in these standard valuation models for derivative instruments other than futures include the applicable exchange rates, forward rates, interest rates and discount rates. The standard valuation model for options also uses implied volatility as an additional input. The discount rates are based on the historical U.S. Deposit or U.S. Treasury rates, and the implied volatility specific to options is based on quoted rates from financial institutions.

Included in the fair value of derivative instruments is an adjustment for nonperformance risk. The adjustment is based on current credit default swap ("CDS") rates applied to each contract, by counterparty. We use our counterparty's CDS rate when we are in an asset position and our own CDS rate when we are in a liability position. The adjustment for nonperformance risk did not have a significant impact on the estimated fair value of our derivative instruments.

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The following tables summarize those assets and liabilities measured at fair value on a recurring basis (in millions):

	December 31, 2012
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	146	$	116	$	4		$	—		$	266
Available-for-sale securities	1,390		3,068		135		2	—			4,593
Derivatives3	47		583		—			(116		)	514
Total assets	$	1,583	$	3,767	$	139		$	(116	)	$	5,373
Liabilities:
Derivatives3	$	35	$	98	$	—		$	(121	)	$	12
Total liabilities	$	35	$	98	$	—		$	(121	)	$	12

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

	December 31, 2011
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	166	$	41	$	4		$	—		$	211
Available-for-sale securities	1,071		214		116		2	—			1,401
Derivatives3	39		467		—			(117		)	389
Total assets	$	1,276	$	722	$	120		$	(117	)	$	2,001
Liabilities:
Derivatives3	$	5	$	201	$	—		$	(121	)	$	85
Total liabilities	$	5	$	201	$	—		$	(121	)	$	85

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

Gross realized and unrealized gains and losses on Level 3 assets and liabilities were not significant for the years ended December 31, 2012 and 2011.

The Company recognizes transfers between levels within the hierarchy as of the beginning of the reporting period. Gross transfers between levels within the hierarchy were not significant for the years ended December 31, 2012 and 2011.

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Nonrecurring Fair Value Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required by accounting principles generally accepted in the United States. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. Assets measured at fair value on a nonrecurring basis for the years ended December 31, 2012 and 2011, are summarized below (in millions):

	Gains (Losses)
December 31,	2012				2011
Exchange of investment in equity securities	$	185		1	$	418		5
Assets held for sale	(108		)	2	—
Valuation of shares in equity method investee	10			3	122			6
Cost method investments	(16		)	4	—
Equity method investments	—				(41		)	7
Available-for-sale securities	—				(17		)	8
Inventories	—				(11		)	9
Cold-drink equipment	—				(1		)	9
Total	$	71			$	470

¹  As a result of the merger of Andina and Polar, the Company recognized a gain of $185 million on the exchange of shares we previously owned in Polar for shares in Andina. This gain primarily represents the difference between the carrying value of the Polar shares we relinquished and the fair value of the Andina shares we received as a result of the transaction. The gain was calculated based on Level 1 inputs. Refer to Note 17.

²  The Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated Philippine bottling operations. As a result of this agreement, the Company was required to classify our Philippine bottling operations as held for sale in our consolidated balance sheet as of December 31, 2012. We also recognized a loss of $108 million during the year ended December 31, 2012, based on the agreed upon sale price and related transaction costs. The loss was calculated based on Level 3 inputs. Refer to Note 17.

³  The Company recognized a gain of $92 million as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. This gain was partially offset by a loss of $82 million the Company recognized due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. Subsequent to this transaction, the Company accounts for our investment in Mikuni under the equity method of accounting. The gain and loss described above were determined using Level 1 inputs. Refer to Note 17.

⁴  The Company recognized impairment charges of $16 million due to other-than-temporary declines in the fair values of certain cost method investments. These charges were determined using Level 3 inputs. Refer to Note 17.

⁵  As a result of the merger of Arca and Contal, the Company recognized a gain of $418 million on the exchange of the shares we previously owned in Contal for shares in the newly formed entity Arca Contal. The gain represents the difference between the carrying value of the Contal shares we relinquished and the fair value of the Arca Contal shares we received as a result of the transaction. The gain and initial carrying value of our investment were calculated based on Level 1 inputs. Refer to Note 17.

⁶  The Company recognized a net gain of $122 million, primarily as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. The gains the Company recognized as a result of the previous transactions were partially offset by charges associated with certain of the Company's equity method investments in Japan. The gains and charges were determined using Level 1 inputs. Refer to Note 17.

⁷  The Company recognized impairment charges of $41 million related to an investment in an entity accounted for under the equity method of accounting. Subsequent to the recognition of these impairment charges, the Company's remaining financial exposure related to this entity is not significant. This charge was determined using Level 3 inputs. Refer to Note 17.

⁸  The Company recognized impairment charges of $17 million due to the other-than-temporary decline in the fair values of certain available-for-sale securities. These charges were determined using Level 1 inputs. Refer to Note 17.

⁹  These assets primarily consisted of Company-owned inventory as well as cold-drink equipment that were damaged or lost as a result of the natural disasters in Japan on March 11, 2011. We recorded impairment charges of $11 million and $1 million related to Company-owned inventory and cold-drink equipment, respectively. These charges were determined using Level 3 inputs based on the carrying value of the inventory and cold-drink equipment prior to the disasters. Refer to Note 17.

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Fair Value Measurements for Pension and Other Postretirement Benefit Plans

The fair value hierarchy discussed above is not only applicable to assets and liabilities that are included in our consolidated balance sheets, but is also applied to certain other assets that indirectly impact our consolidated financial statements. For example, our Company sponsors and/or contributes to a number of pension and other postretirement benefit plans. Assets contributed by the Company become the property of the individual plans. Even though the Company no longer has control over these assets, we are indirectly impacted by subsequent fair value adjustments to these assets. The actual return on these assets impacts the Company's future net periodic benefit cost, as well as amounts recognized in our consolidated balance sheets. Refer to Note 13. The Company uses the fair value hierarchy to measure the fair value of assets held by our various pension and other postretirement benefit plans.

Pension Plan Assets

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our pension plan assets for our U.S. and non-U.S. pension plans as of December 31, 2012 and 2011 (in millions):

	December 31, 2012									December 31, 2011
	Level 1		Level 2		Level 3			Total		Level 1		Level 2		Level 3			Total
Cash and cash equivalents	$	187	$	199	$	—		$	386	$	152	$	75	$	—		$	227
Equity securities:
U.S.-based companies	1,847		20		14			1,881		1,366		15		14			1,395
International-based companies	910		54		—			964		865		82		6			953
Fixed-income securities:
Government bonds	—		562		—			562		—		773		—			773
Corporate bonds and debt securities	—		982		—			982		—		718		—			718
Mutual, pooled and commingled funds	504		1,006		—			1,510		167		557		5			729
Hedge funds/limited partnerships	—		125		400			525		—		140		349			489
Real estate	—		—		257			257		—		—		270			270
Other	—		7		510		1	517		—		99		518		1	617
Total	$	3,448	$	2,955	$	1,181		$	7,584	$	2,550	$	2,459	$	1,162		$	6,171

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

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The following table provides a reconciliation of the beginning and ending balance of Level 3 assets for our U.S. and non-U.S. pension plans for the years ended December 31, 2012 and 2011 (in millions):

	Hedge Funds/Limited Partnerships			Real Estate			Equity Securities			Mutual, Pooled and Commingled Funds			Other				Total
2011
Balance at beginning of year	$	317		$	242		$	15		$	20		$	303			$	897
Actual return on plan assets:
Related to assets still held at the reporting date	9			35			4			(5		)	61				104
Related to assets sold during the year	(3		)	(5		)	—			6			—				(2		)
Purchases, sales and settlements — net	26			(2		)	(1		)	(16		)	146				153
Transfers in or out of Level 3 — net	1			—			2			—			2				5
Foreign currency translation	(1		)	—			—			—			6				5
Balance at end of year	$	349		$	270		$	20		$	5		$	518		1	$	1,162
2012
Balance at beginning of year	$	349		$	270		$	20		$	5		$	518			$	1,162
Actual return on plan assets:
Related to assets still held at the reporting date	(8		)	13			—			—			1				6
Related to assets sold during the year	24			3			—			—			—				27
Purchases, sales and settlements — net	35			(27		)	—			(5		)	(2		)		1
Transfers in or out of Level 3 — net	—			(2		)	(6		)	—			(4		)		(12		)
Foreign currency translation	—			—			—			—			(3		)		(3		)
Balance at end of year	$	400		$	257		$	14		$	—		$	510		1	$	1,181

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

Other Postretirement Benefit Plan Assets

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our other postretirement benefit plan assets as of December 31, 2012 and 2011 (in millions):

	December 31, 2012								December 31, 2011
	Level 1		Level 2		Level 3 1		Total		Level 1		Level 2		Level 3 1		Total
Cash and cash equivalents	$	1	$	12	$	—	$	13	$	—	$	86	$	—	$	86
Equity securities:
U.S.-based companies	81		—		—		81		70		—		—		70
International-based companies	4		—		—		4		13		—		—		13
Fixed-income securities:
Government bonds	75		3		—		78		—		2		—		2
Corporate bonds and debt securities	—		5		—		5		—		6		—		6
Mutual, pooled and commingled funds	11		5		—		16		—		3		—		3
Hedge funds/limited partnerships	—		1		2		3		—		—		2		2
Real estate	—		—		2		2		—		—		2		2
Other	—		—		—		—		—		1		—		1
Total	$	172	$	26	$	4	$	202	$	83	$	98	$	4	$	185

¹  Level 3 assets are not a significant portion of other postretirement benefit plan assets.

Other Fair Value Disclosures

The carrying amounts of cash and cash equivalents; short-term investments; receivables; accounts payable and accrued expenses; and loans and notes payable approximate their fair values because of the relatively short-term maturities of these financial instruments.

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The fair value of our long-term debt is estimated using Level 2 inputs based on quoted prices for those instruments. Where quoted prices are not available, fair value is estimated using discounted cash flows and market-based expectations for interest rates, credit risk and the contractual terms of the debt instruments. As of December 31, 2012, the carrying amount and fair value of our long-term debt, including the current portion, were $16,313 million and $17,157 million, respectively. As of December 31, 2011, the carrying amount and fair value of our long-term debt, including the current portion, were $15,697 million and $16,360 million, respectively.

NOTE 17: SIGNIFICANT OPERATING AND NONOPERATING ITEMS

Other Operating Items

In December 2011, the Company detected that orange juice being imported from Brazil contained residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products. As a result, we began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice and incurred charges of $13 million during the year ended December 31, 2012. These charges were recorded in the line item cost of goods sold in our consolidated statement of income.

On March 11, 2011, a major earthquake struck off the coast of Japan, resulting in a tsunami that devastated the northern and eastern regions of the country. As a result of these events, the Company made a donation to a charitable organization to establish the Coca-Cola Japan Reconstruction Fund, which has helped rebuild schools and community facilities across the impacted areas of the country. The Company recorded total charges of $84 million related to these events during the year ended December 31, 2011, including $23 million in deductions from revenue, $11 million in cost of goods sold and $50 million in other operating charges. The charges of $23 million recorded in deductions from revenue were primarily related to funds we provided our local bottling partners to enable them to continue producing and distributing our beverage products in the affected regions. This support not only helped restore our business operations in the impacted areas, but it also assisted our bottling partners in meeting the evolving customer and consumer needs as the recovery and rebuilding efforts advanced. The charges of $11 million recorded in cost of goods sold were primarily related to Company-owned inventory that was destroyed or lost. The charges of $50 million recorded in other operating charges were primarily related to the donation discussed above and included an impairment charge of $1 million related to certain Company-owned fixed assets. These fixed assets primarily consisted of Company-owned vending equipment and coolers that were damaged or lost as a result of these events. Refer to Note 16 for the fair value disclosures related to the inventory and fixed asset charges described above. Refer to Note 19 for the impact these charges had on our operating segments.

Other Operating Charges

In 2012, the Company incurred other operating charges of $447 million, which primarily consisted of $270 million associated with the Company's productivity and reinvestment program; $163 million related to the Company's other restructuring and integration initiatives; $20 million due to changes in the Company's ready-to-drink tea strategy as a result of our U.S. license agreement with Nestlé S.A. ("Nestlé") terminating at the end of 2012; and $8 million due to costs associated with the Company detecting carbendazim in orange juice imported from Brazil for distribution in the United States as described above. These charges were partially offset by reversals of $10 million associated with the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives as well as reversals of $6 million associated with the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18 for additional information on our productivity and reinvestment program as well as the Company's other productivity, integration and restructuring initiatives. Refer to Note 19 for the impact these charges had on our operating segments.

In 2011, the Company incurred other operating charges of $732 million, which primarily consisted of $633 million associated with the Company's productivity, integration and restructuring initiatives; $50 million related to the events in Japan described above; $35 million of costs associated with the merger of Arca and Contal; and $10 million associated with the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. Refer to the discussion of the merger of Arca and Contal below for additional information on the transaction. Refer to Note 19 for the impact these charges had on our operating segments.

In 2010, the Company incurred other operating charges of $819 million, which consisted of $478 million related to the Company's productivity, integration and restructuring initiatives; $250 million related to charitable contributions; $81 million due to transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and $10 million of charges related to bottling activities in Eurasia. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. The charitable contributions were primarily attributable to a cash donation to The Coca-Cola Foundation. Refer to Note 2 for additional information related to the transaction costs. Refer to Note 19 for the impact these charges had on our operating segments.

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Other Nonoperating Items

Equity Income (Loss) — Net

The Company recorded a net gain of $8 million and net charges of $53 million and $66 million in equity income (loss) — net during the years endedDecember 31, 2012, 2011 and 2010, respectively. These amounts primarily represent the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees.

In 2012, the Company also recorded a charge of $11 million related to changes in the structure of Beverage Partners Worldwide ("BPW"), our 50/50 joint venture with Nestlé in the ready-to-drink tea category. These changes resulted in the joint venture focusing its geographic scope primarily on Europe and Canada. The Company accounts for our investment in BPW under the equity method of accounting.

Refer to Note 19 for the impact these items had on our operating segments.

Other Income (Loss) — Net

In 2012, the Company recognized a gain of $185 million as a result of the merger of Andina and Polar, with Andina being the acquiring company. Prior to this transaction, the Company held an investment in Andina that we accounted for as an available-for-sale security as well as an investment in Polar that we accounted for under the equity method of accounting. The merger of the two companies was a noncash transaction that resulted in Polar shareholders exchanging their existing Polar shares for newly issued shares of Andina at a specified exchange rate. As a result, the Company now holds an investment in Andina that we account for as an equity method investment. This gain impacted the Corporate operating segment. Refer to Note 19. Refer to Note 16 for additional information on the measurement of the gain.

On December 13, 2012, the Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated Philippine bottling operations. As a result of this agreement, the Company was required to classify our Philippine bottling operations as held for sale in our consolidated balance sheet as of December 31, 2012. We also recognized a loss of $108 million during the year ended December 31, 2012, based on the agreed-upon sale price and related transaction costs. This loss impacted the Corporate operating segment. Refer to Note 19.

The Company also recognized a gain of $92 million as a result of Coca-Cola FEMSA issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. This gain impacted the Corporate operating segment. Refer to Note 19. Refer to Note 16 for additional information on the measurement of the gain.

During the year ended December 31, 2012, the Company recorded a charge of $82 million due to the acquisition of an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. Although the Company paid this premium to obtain specific rights that have an economic and strategic value to the Company, they do not qualify as an asset and were recorded as expense on the acquisition date. This charge impacted the Corporate operating segment. Refer to Note 19. The Company accounts for our investment in Mikuni under the equity method of accounting.

The Company also recognized charges of $16 million during the year ended December 31, 2012, due to other-than-temporary declines in the fair values of certain cost method investments. These charges impacted the Corporate operating segment. Refer to Note 19.

In 2011, the Company recognized a net gain of $417 million, primarily as a result of the merger of Arca and Contal, two bottling partners headquartered in Mexico, into a combined entity known as Arca Contal. Prior to this transaction the Company held an investment in Contal that we accounted for under the equity method of accounting. The merger of the two companies was a noncash transaction that resulted in Contal shareholders exchanging their existing Contal shares for new shares in Arca Contal at a specified exchange rate. Refer to Note 16 for additional information on the measurement of the gain. As a result, the Company now holds an investment in Arca Contal that we account for as an available-for-sale security. This net gain impacted the Corporate operating segment. Refer to Note 19.

The Company also recognized a net gain of $122 million during 2011, primarily as a result of Coca-Cola FEMSA issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. The gains the Company recognized as a result of the previous transactions were partially offset by charges associated with certain of the Company's equity method investments in Japan. In addition, the Company recognized a gain of $102 million during 2011 related to the sale of our investment in Embonor. Refer to Note 2 for additional information. Refer to Note 19 for the impact these items had on our operating segments.

During 2011, the Company recorded charges of $41 million due to the impairment of an investment in an entity accounted for under the equity method of accounting and $17 million due to other-than-temporary declines in the fair value of certain of the Company's available-for-sale securities. Refer to Note 16 for additional fair value information related to these impairments. The

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Company also recorded a charge of $5 million related to the finalization of working capital adjustments associated with the sale of our Norwegian and Swedish Bottling operations to New CCE during the fourth quarter of 2010. This charge reduced the amount of our previously reported gain on the sale of these bottling operations. Refer to Note 19 for the impact these charges had on our operating segments.

In 2010, the Company recognized gains of $4,978 million related to the remeasurement of our equity investment in CCE to fair value; $597 million due to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE; and $23 million as a result of the sale of 50 percent of our investment in Leão Junior, which was a wholly owned subsidiary of the Company prior to this transaction. Refer to Note 2 for additional information related to our acquisition of CCE's former North America business and the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE. The gain on the Leão Junior transaction consisted of two parts: (1) the difference between the consideration received and 50 percent of the carrying value of our investment and (2) the fair value adjustment for our remaining 50 percent ownership. We have accounted for our remaining investment in Leão Junior under the equity method of accounting since the close of this transaction. The gains related to these transactions impacted our Corporate operating segment. Refer to Note 19.

During 2010, in addition to the transaction gains, the Company recorded charges of $265 million related to preexisting relationships with CCE and $103 million due to the remeasurement of our Venezuelan subsidiary's net assets. The charges related to preexisting relationships with CCE were primarily due to the write-off of our investment in infrastructure programs with CCE. Refer to Note 6 for additional information related to our preexisting relationships with CCE. The remeasurement loss related to our Venezuelan subsidiary's net assets was due to the Venezuelan government announcing a currency devaluation and Venezuela becoming a hyperinflationary economy subsequent to December 31, 2009. As a result, our local subsidiary was required to use the U.S. dollar as its functional currency, and the remeasurement gains and losses were recorded in other income (loss) — net. This charge impacted the Corporate operating segment. Refer to Note 19.

Also during 2010, the Company recorded charges of $48 million related to other-than-temporary impairments of available-for-sale securities and an equity method investment and a donation of preferred shares in one of our equity method investees. Refer to Note 19 for the impact these charges had on our operating segments.

NOTE 18: PRODUCTIVITY, INTEGRATION AND RESTRUCTURING INITIATIVES

Productivity and Reinvestment

In February 2012, the Company announced a four-year productivity and reinvestment program which will further enable our efforts to strengthen our brands and reinvest our resources to drive long-term profitable growth. This program will be focused on the following initiatives: global supply chain optimization; global marketing and innovation effectiveness; operating expense leverage and operational excellence; data and information technology systems standardization; and further integration of CCE's former North America business.

The Company incurred total pretax expenses of $270 million related to this program during the year endedDecember 31, 2012. These expenses were recorded in the line item other operating charges in our consolidated statement of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, communication, administration and implementation of these initiatives; accelerated depreciation on certain fixed assets; contract termination fees; and relocation costs.

The following table summarizes the balance of accrued expenses related to these productivity and reinvestment initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2012
Costs incurred	$	21		$	61		$	188		$	270
Payments	(8		)	(55		)	(167		)	(230		)
Noncash and exchange	(1		)	—			(13		)	(14		)
Accrued balance as of December 31	$	12		$	6		$	8		$	26

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Productivity Initiatives

During 2008, the Company announced a transformation effort centered on productivity initiatives to provide additional flexibility to invest for growth. The initiatives impacted a number of areas, including aggressively managing operating expenses supported by lean techniques; redesigning key processes to drive standardization and effectiveness; better leveraging our size and scale; and driving savings in indirect costs through the implementation of a "procure-to-pay" program.

In 2011, we completed this program. The Company has incurred total pretax expenses of $498 million related to these productivity initiatives since they commenced in the first quarter of 2008. These expenses were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, communication, administration and implementation of these initiatives and accelerated depreciation on certain fixed assets.

The following table summarizes the balance of accrued expenses related to productivity initiatives and the changes in the accrued amounts (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Accrued balance as of January 1	$	18		$	9		$	4		$	31
Costs incurred	71			58			61			190
Payments	(30		)	(61		)	(54		)	(145		)
Noncash and exchange	—			—			(2		)	(2		)
Accrued balance as of December 31	$	59		$	6		$	9		$	74
2011
Costs incurred	$	59		$	17		$	80		$	156
Payments	(50		)	(21		)	(71		)	(142		)
Noncash and exchange	(20		)	1			(9		)	(28		)
Accrued balance as of December 31	$	48		$	3		$	9		$	60
2012
Costs incurred	$	(8	)	$	—		$	(2	)	$	(10	)
Payments	(29		)	(2		)	(3		)	(34		)
Noncash and exchange	(2		)	—			(3		)	(5		)
Accrued balance as of December 31	$	9		$	1		$	1		$	11

Integration Initiatives

Integration of CCE's former North America Business

In 2010, we acquired CCE's former North America business and began an integration initiative to develop, design and implement our future operating framework. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called Coca-Cola Refreshments, or CCR. In addition, we reshaped our remaining CCNA operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market. As a result of the transaction and related reorganization, our North American businesses operate as aligned and agile organizations with distinct capabilities, responsibilities and strengths.

In 2011, we completed this program. The Company has incurred total pretax expenses of $487 million related to this initiative since the plan commenced in the fourth quarter of 2010. These expenses were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, design and implementation of our future operating framework; contract termination fees; and relocation costs.

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The following table summarizes the balance of accrued expenses related to these integration initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Costs incurred	$	45		$	42		$	48		$	135
Payments	(1		)	(33		)	(34		)	(68		)
Noncash and exchange	4			—			(2		)	2
Accrued balance as of December 31	$	48		$	9		$	12		$	69
2011
Costs incurred	$	40		$	91		$	227		$	358
Payments	(40		)	(89		)	(210		)	(339		)
Noncash and exchange	—			—			3			3
Accrued balance as of December 31	$	48		$	11		$	32		$	91
2012
Costs incurred	$	(6	)	$	—		$	—		$	(6	)
Payments	(41		)	(13		)	(26		)	(80		)
Noncash and exchange	—			2			(4		)	(2		)
Accrued balance as of December 31	$	1		$	—		$	2		$	3

Integration of Our German Bottling and Distribution Operations

In 2008, the Company began an integration initiative related to the 18 German bottling and distribution operations acquired in 2007. The Company incurred $148 million, $67 million and $94 million of expenses related to this initiative in 2012, 2011 and 2010, respectively, and has incurred total pretax expenses of $440 million related to this initiative since it commenced. These expenses were recorded in the line item other operating charges in our consolidated statements of income and impacted the Bottling Investments operating segment. The expenses recorded in connection with these integration activities have been primarily due to involuntary terminations. The Company had $96 million and $30 million accrued related to these integration costs as of December 31, 2012 and 2011, respectively.

The Company is currently reviewing other integration and restructuring opportunities within the German bottling and distribution operations, which if implemented will result in additional charges in future periods. However, as of December 31, 2012, the Company had not finalized any additional plans.

Restructuring Initiatives

The Company incurred charges of $15 million, $52 million and $59 million related to other restructuring initiatives during 2012, 2011 and 2010, respectively. These other restructuring initiatives were outside the scope of the productivity, integration and streamlining initiatives discussed above and were related to individually insignificant activities throughout many of our business units. These charges were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments.

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NOTE 19: OPERATING SEGMENTS

As of December 31, 2012, our organizational structure consisted of the following operating segments: Eurasia and Africa; Europe; Latin America; North America; Pacific; Bottling Investments; and Corporate.

Segment Products and Services

The business of our Company is nonalcoholic beverages. Our geographic operating segments (Eurasia and Africa; Europe; Latin America; North America; and Pacific) derive a majority of their revenues from the manufacture and sale of beverage concentrates and syrups and, in some cases, the sale of finished beverages. Our Bottling Investments operating segment is comprised of our Company-owned or consolidated bottling operations, regardless of the geographic location of the bottler, except for bottling operations managed by CCR, which are included in our North America operating segment, and equity income from the majority of our equity method investments. Company-owned or consolidated bottling operations derive the majority of their revenues from the sale of finished beverages. Subsequent to our acquisition of CCE's former North America business on October 2, 2010, our North America operating segment began to derive the majority of its net operating revenues from the sale of finished beverages. Refer to Note 2. Generally, bottling and finished product operations produce higher net revenues but lower gross profit margins compared to concentrate and syrup operations.

The following table sets forth the percentage of total net operating revenues related to concentrate operations and finished product operations:

Year Ended December 31,	2012		2011		2010
Concentrate operations1	38	%	39	%	51	%
Finished product operations2,3	62		61		49
Net operating revenues	100	%	100	%	100	%

¹  Includes concentrates sold by the Company to authorized bottling partners for the manufacture of fountain syrups. The bottlers then typically sell the fountain syrups to wholesalers or directly to fountain retailers.

²  Includes fountain syrups manufactured by the Company, including consolidated bottling operations, and sold to fountain retailers or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers.

³  Includes net operating revenues related to our acquisition of CCE's former North America business for the full year in 2012 and 2011. In 2010, the percentage includes net operating revenues from the date of the CCE acquisition on October 2, 2010.

Method of Determining Segment Income or Loss

Management evaluates the performance of our operating segments separately to individually monitor the different factors affecting financial performance. Our Company manages income taxes and certain treasury-related items, such as interest income and expense, on a global basis within the Corporate operating segment. We evaluate segment performance based on income or loss before income taxes.

Geographic Data

The following table provides information related to our net operating revenues (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	19,732	$	18,699	$	10,629
International	28,285		27,843		24,490
Net operating revenues	$	48,017	$	46,542	$	35,119

The following table provides information related to our property, plant and equipment — net (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	8,509	$	8,043	$	8,251
International	5,967		6,896		6,476
Property, plant and equipment — net	$	14,476	$	14,939	$	14,727

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Information about our Company's operations by operating segment for the years ended December 31, 2012, 2011 and 2010, is as follows (in millions):

	Eurasia & Africa			Europe			Latin America		North America			Pacific		Bottling Investments			Corporate			Eliminations			Consolidated
2012
Net operating revenues:
Third party	$	2,818		$	4,481		$	4,560	$	21,665		$	5,559	$	8,807		$	127		$	—		$	48,017
Intersegment	152			642			271		15			476		88			—			(1,644		)	—
Total net revenues	2,970			5,123			4,831		21,680			6,035		8,895			127			(1,644		)	48,017
Operating income (loss)	1,169			2,960			2,879		2,597			2,425		140			(1,391		)	—			10,779
Interest income	—			—			—		—			—		—			471			—			471
Interest expense	—			—			—		—			—		—			397			—			397
Depreciation and amortization	45			100			70		1,083			107		406			171			—			1,982
Equity income (loss) — net	20			45			4		13			2		732			3			—			819
Income (loss) before income taxes	1,192			3,015			2,882		2,624			2,432		904			(1,240		)	—			11,809
Identifiable operating assets1	1,415			2,976		2	2,759		34,114			2,047		9,648		2	22,767			—			75,726
Investments3	1,155			271			539		39			127		8,253			64			—			10,448
Capital expenditures	88			30			88		1,447			70		867			190			—			2,780
2011 — As Adjusted
Net operating revenues:
Third party	$	2,689		$	4,777		$	4,403	$	20,559		$	5,454	$	8,501		$	159		$	—		$	46,542
Intersegment	152			697			287		12			384		90			—			(1,622		)	—
Total net revenues	2,841			5,474			4,690		20,571			5,838		8,591			159			(1,622		)	46,542
Operating income (loss)	1,091			3,090			2,815		2,319			2,151		224			(1,517		)	—			10,173
Interest income	—			—			—		—			—		—			483			—			483
Interest expense	—			—			—		—			—		—			417			—			417
Depreciation and amortization	39			109			63		1,065			106		403			169			—			1,954
Equity income (loss) — net	(3		)	33			20		6			1		646			(13		)	—			690
Income (loss) before income taxes	1,089			3,134			2,832		2,327			2,154		897			(975		)	—			11,458
Identifiable operating assets1	1,245			3,204		2	2,446		33,422			2,085		8,905		2	20,293			—			71,600
Investments3	284			243			475		26			133		7,140			73			—			8,374
Capital expenditures	86			38			105		1,364			92		1,039			196			—			2,920
2010 — As Adjusted
Net operating revenues:
Third party	$	2,426		$	4,424		$	3,880	$	11,140		$	4,941	$	8,216		$	92		$	—		$	35,119
Intersegment	130			825			241		65			330		97			—			(1,688		)	—
Total net revenues	2,556			5,249			4,121		11,205			5,271		8,313			92			(1,688		)	35,119
Operating income (loss)	980			2,976			2,405		1,520			2,048		227			(1,743		)	—			8,413
Interest income	—			—			—		—			—		—			317			—			317
Interest expense	—			—			—		—			—		—			733			—			733
Depreciation and amortization	31			106			54		575			101		430			146			—			1,443
Equity income (loss) — net	18			33			24		(4		)	1		971			(18		)	—			1,025
Income (loss) before income taxes	1,000			3,020			2,426		1,523			2,049		1,205			2,984			—			14,207
Identifiable operating assets1	1,278			2,724		2	2,298		32,793			1,827		8,398		2	16,018			—			65,336
Investments3	291			243			379		57			123		6,426			66			—			7,585
Capital expenditures	59			33			94		711			101		942			275			—			2,215

¹  Principally cash and cash equivalents, short-term investments, marketable securities, trade accounts receivable, inventories, goodwill, trademarks and other intangible assets and property, plant and equipment — net.

²  Property, plant and equipment — net in Germany represented approximately 10 percent of consolidated property, plant and equipment — net in 2012, 10 percent in 2011 and 10 percent in 2010.

³  Principally equity method investments, available-for-sale securities and nonmarketable investments in bottling companies.

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In 2012, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $1 million for Europe, $227 million for North America, $3 million for Pacific, $164 million for Bottling Investments and $38 million for Corporate due to charges related to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were increased by $4 million for Europe, $1 million for Pacific and $5 million for Corporate due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were increased by $6 million for North America due to the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were reduced by $21 million for North America due to costs associated with the Company detecting residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products, in orange juice imported from Brazil for distribution in the United States. As a result, the Company began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice. Refer to Note 17.

• Operating income (loss) and income (loss) before income taxes were reduced by $20 million for North America due to changes in the Company's ready-to-drink tea strategy as a result of our current U.S. license agreement with Nestlé terminating at the end of 2012. Refer to Note 17.

• Equity income (loss) — net and income (loss) before income taxes were increased by $8 million for Bottling Investments due to the Company’s proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by $185 million for Corporate due to the gain the Company recognized as a result of the merger of Andina and Polar. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $108 million for Corporate due to the loss the Company recognized on the pending sale of a majority ownership interest in our Philippine bottling operations to Coca-Cola FEMSA which closed in January 2013. As of December 31, 2012, the assets and liabilities associated with our Philippine bottling operations were classified as held for sale in our consolidated balance sheets. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was increased by $92 million for Corporate due to a gain the Company recognized as a result of Coca-Cola FEMSA issuing additional shares of its own stock during the period at a per share amount greater than the carrying amount of the Company's per share investment. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $82 million for Corporate due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. Subsequent to this transaction, the Company accounts for our investment in Mikuni under the equity method of accounting. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $16 million for Corporate due to other-than-temporary declines in the fair values of certain cost method investments. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $1 million for Eurasia and Africa, $4 million for Europe, $2 million for Latin America and $4 million for Pacific due to changes in the structure of BPW, our 50/50 joint venture with Nestlé in the ready-to-drink tea category. Refer to Note 17.

In 2011, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $12 million for Eurasia and Africa, $25 million for Europe, $4 million for Latin America, $374 million for North America, $4 million for Pacific, $89 million for Bottling Investments and $164 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives as well as costs associated with the merger of Arca and Contal. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. Refer to Note 17 for additional information related to the merger of Arca and Contal.

• Operating income (loss) and income (loss) before income taxes were reduced by $82 million for Pacific and $2 million for North America due to charges associated with the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. Refer to Note 17.

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• Operating income (loss) and income (loss) before income taxes were reduced by $10 million for Corporate due to charges associated with the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 17.

• Equity income (loss) — net and income (loss) before income taxes were reduced by $53 million for Bottling Investments, primarily attributable to the Company's proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by a net $417 million for Corporate, primarily due to the gain the Company recognized as a result of the merger of Arca and Contal. Refer to Note 17.

• Income (loss) before income taxes was increased by a net $122 million for Corporate, primarily due to gains the Company recognized as a result of Coca-Cola FEMSA issuing additional shares of its own stock during the year at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

• Income (loss) before income taxes was increased by $102 million for Corporate, primarily due to the gain on the sale of our investment in Embonor, a bottling partner with operations primarily in Chile. Prior to this transaction, the Company accounted for our investment in Embonor under the equity method of accounting. Refer to Note 17.

• Income (loss) before income taxes was reduced by $41 million for Corporate due to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $17 million for Corporate due to other-than-temporary impairments of certain available-for-sale securities. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $9 million for Corporate due to the net charge we recognized on the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10.

• Income (loss) before income taxes was reduced by $5 million for Corporate due to the finalization of working capital adjustments related to the sale of our Norwegian and Swedish bottling operations to New CCE. Refer to Note 2 and Note 17.

In 2010, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $7 million for Eurasia and Africa, $50 million for Europe, $133 million for North America, $22 million for Pacific, $122 million for Bottling Investments and $485 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives; charitable donations; transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and other charges related to bottling activities in Eurasia. Refer to Note 17.

• Operating income (loss) and income (loss) before income taxes were reduced by $74 million for North America due to the acceleration of expense associated with certain share-based replacement awards issued in connection with our acquisition of CCE's former North America business. Refer to Note 12.

• Equity income (loss) — net and income (loss) before income taxes were reduced by $66 million for Bottling Investments. This net charge was primarily attributable to the Company's proportionate share of unusual tax charges, asset impairments, restructuring charges and transaction costs recorded by equity method investees, which were partially offset by our proportionate share of a foreign currency remeasurement gain recorded by an equity method investee. The components of the net charge were individually insignificant. Refer to Note 17.

• Income (loss) before income taxes was reduced by $23 million for Bottling Investments and $25 million for Corporate due to other-than-temporary impairments and a donation of preferred shares in one of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by $4,978 million for Corporate due to the remeasurement of our equity investment in CCE to fair value upon the close of the transaction. Refer to Note 2.

• Income (loss) before income taxes was increased by $597 million for Corporate due to the gain on the sale of our Norwegian and Swedish bottling operations to New CCE. Refer to Note 2.

148

• Income (loss) before income taxes was reduced by $342 million for Corporate related to the premiums paid to repurchase the long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer. Refer to Note 10.

• Income (loss) before income taxes was reduced by $265 million for Corporate due to charges related to preexisting relationships with CCE. These charges primarily related to the write-off of our investment in infrastructure programs with CCE. Refer to Note 2.

• Income (loss) before income taxes was reduced by $103 million for Corporate due to the remeasurement of our Venezuelan subsidiary's net assets. Refer to Note 1.

• Income (loss) before income taxes was increased by $23 million for Corporate due to the gain on the sale of 50 percent of our investment in Leão Junior. Refer to Note 17.

NOTE 20: NET CHANGE IN OPERATING ASSETS AND LIABILITIES

Net cash provided by (used in) operating activities attributable to the net change in operating assets and liabilities is composed of the following (in millions):

Year Ended December 31,	2012			2011			2010
(Increase) decrease in trade accounts receivable	$	(33	)	$	(562	)	$	(41	)
(Increase) decrease in inventories	(286		)	(447		)	182
(Increase) decrease in prepaid expenses and other assets	(29		)	(350		)	(148		)
Increase (decrease) in accounts payable and accrued expenses	(556		)	63			656
Increase (decrease) in accrued taxes	770			(132		)	(266		)
Increase (decrease) in other liabilities	(946		)	(465		)	(13		)
Net change in operating assets and liabilities	$	(1,080	)	$	(1,893	)	$	370

149

REPORT OF MANAGEMENT

Management's Responsibility for the Financial Statements

Management of the Company is responsible for the preparation and integrity of the consolidated financial statements appearing in our annual report on Form 10-K. The financial statements were prepared in conformity with generally accepted accounting principles appropriate in the circumstances and, accordingly, include certain amounts based on our best judgments and estimates. Financial information in this annual report on Form 10-K is consistent with that in the financial statements.

Management of the Company is responsible for establishing and maintaining a system of internal controls and procedures to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the consolidated financial statements. Our internal control system is supported by a program of internal audits and appropriate reviews by management, written policies and guidelines, careful selection and training of qualified personnel and a written Code of Business Conduct adopted by our Company's Board of Directors, applicable to all officers and employees of our Company and subsidiaries. In addition, our Company's Board of Directors adopted a written Code of Business Conduct for Non-Employee Directors which reflects the same principles and values as our Code of Business Conduct for officers and employees but focuses on matters of relevance to non-employee Directors.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements and, even when determined to be effective, can only provide reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management's Report on Internal Control Over Financial Reporting

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934 ("Exchange Act"). Management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2012. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control — Integrated Framework. Based on this assessment, management believes that the Company maintained effective internal control over financial reporting as of December 31, 2012.

The Company's independent auditors, Ernst & Young LLP, a registered public accounting firm, are appointed by the Audit Committee of the Company's Board of Directors, subject to ratification by our Company's shareowners. Ernst & Young LLP has audited and reported on the consolidated financial statements of The Coca-Cola Company and subsidiaries and the Company's internal control over financial reporting. The reports of the independent auditors are contained in this annual report.

150

Audit Committee's Responsibility

The Audit Committee of our Company's Board of Directors, composed solely of Directors who are independent in accordance with the requirements of the New York Stock Exchange listing standards, the Exchange Act, and the Company's Corporate Governance Guidelines, meets with the independent auditors, management and internal auditors periodically to discuss internal controls and auditing and financial reporting matters. The Audit Committee reviews with the independent auditors the scope and results of the audit effort. The Audit Committee also meets periodically with the independent auditors and the chief internal auditor without management present to ensure that the independent auditors and the chief internal auditor have free access to the Audit Committee. Our Audit Committee's Report can be found in the Company's 2013 Proxy Statement.

Muhtar Kent	Kathy N. Waller
Chairman of the Board of Directors, Chief Executive Officer and President February 27, 2013	Vice President and Controller February 27, 2013
Gary P. Fayard Executive Vice President and Chief Financial Officer February 27, 2013

151

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareowners

The Coca-Cola Company

We have audited the accompanying consolidated balance sheets of The Coca-Cola Company and subsidiaries as of December 31, 2012 and 2011, and the related consolidated statements of income, comprehensive income, shareowners' equity, and cash flows for each of the three years in the period ended December 31, 2012. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of The Coca-Cola Company and subsidiaries at December 31, 2012 and 2011, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2012, in conformity with U.S. generally accepted accounting principles.

As discussed in Note 1 to the consolidated financial statements, The Coca-Cola Company has elected to change its method of calculating the market-related value of plan assets related to certain of its pension plans in 2012.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), The Coca-Cola Company and subsidiaries' internal control over financial reporting as of December 31, 2012, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2013 expressed an unqualified opinion thereon.

Atlanta, Georgia

February 27, 2013

152

Report of Independent Registered Public Accounting Firm

on Internal Control Over Financial Reporting

Board of Directors and Shareowners

The Coca-Cola Company

We have audited The Coca-Cola Company and subsidiaries' internal control over financial reporting as of December 31, 2012, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). The Coca-Cola Company and subsidiaries' management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, The Coca-Cola Company and subsidiaries maintained, in all material respects, effective internal control over financial reporting as of December 31, 2012, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of The Coca-Cola Company and subsidiaries as of December 31, 2012 and 2011, and the related consolidated statements of income, comprehensive income, shareowners' equity, and cash flows for each of the three years in the period ended December 31, 2012, and our report dated February 27, 2013 expressed an unqualified opinion thereon.

Atlanta, Georgia

February 27, 2013

153

Quarterly Data (Unaudited)

	First Quarter		Second Quarter		Third Quarter		Fourth Quarter		Full Year
(In millions except per share data)
2012
Net operating revenues	$	11,137	$	13,085	$	12,340	$	11,455	$	48,017
Gross profit	6,789		7,861		7,487		6,827		28,964
Net income attributable to shareowners of    The Coca-Cola Company	2,054		2,788		2,311		1,866		9,019
Basic net income per share	$	0.45	$	0.62	$	0.51	$	0.42	$	2.00
Diluted net income per share	$	0.45	$	0.61	$	0.50	$	0.41	$	1.97
2011 — As Adjusted2,3
Net operating revenues	$	10,517	$	12,737	$	12,248	$	11,040	$	46,542
Gross profit	6,569		7,748		7,373		6,637		28,327
Net income attributable to shareowners of    The Coca-Cola Company	1,903		2,800		2,224		1,657		8,584
Basic net income per share	$	0.42	$	0.61	$	0.49	$	0.37	$	1.88	1
Diluted net income per share	$	0.41	$	0.60	$	0.48	$	0.36	$	1.85

¹  The sum of the quarterly net income per share amounts do not agree to the full year net income per share amounts. We calculate net income per share based on the weighted average number of outstanding shares during the reporting period. The average number of shares fluctuates throughout the year and can therefore produce a full year result that does not agree to the sum of the individual quarters.

²  Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all prior period financial information presented herein as required.

³  On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

Our reporting period ends on the Friday closest to the last day of the quarterly calendar period. Our fiscal year ends on December 31 regardless of the day of the week on which December 31 falls.

The Company's first quarter 2012 results were impacted by one less shipping day compared to the first quarter of 2011. Furthermore, the Company recorded the following transactions which impacted results:

• Charges of $61 million for North America, $15 million for Bottling Investments and $3 million for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 17 and Note 18.

• Benefit of $1 million for Europe due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 17 and Note 18.

• Charge of $20 million for North America due to changes in the Company's ready-to-drink tea strategy as a result of our current U.S. license agreement with Nestlé terminating at the end of 2012. Refer to Note 17.

• Charge of $6 million for North America due to costs associated with the Company detecting residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products, in orange juice imported from Brazil for distribution in the United States. As a result, the Company began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice. Refer to Note 17.

• Charge of $3 million for Corporate due to changes in the structure of BPW, our 50/50 joint venture with Nestlé in the ready-to-drink tea category. Refer to Note 17.

• Net benefit of $44 million for Bottling Investments due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

154

• Net tax benefit of $8 million associated with the reversal of a valuation allowance in one of the Company's foreign jurisdictions, partially offset by amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the second quarter of 2012, the Company recorded the following transactions which impacted results:

• Charges of $48 million for North America, $16 million for Bottling Investments and $5 million for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 17 and Note 18.

• Benefit of $2 million for Europe due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 17 and Note 18.

• Charge of $6 million for North America due to costs associated with the Company detecting residues of carbendazim in orange juice imported from Brazil for distribution in the United States. Refer to Note 17.

• Benefit of $92 million for Corporate due to a gain the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock during the period at a per share amount greater than the carrying amount of the Company's per share investment. Refer to Note 17.

• Charges of $3 million for Eurasia and Africa, $6 million for Europe, $2 million for Latin America, $3 million for Pacific and a benefit of $3 million for Corporate due to changes in the structure of BPW. Refer to Note 17.

• Net charge of $1 million for Bottling Investments due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

• Net tax benefit of $25 million associated with the reversal of a valuation allowance in one of the Company's foreign jurisdictions as well as amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the third quarter of 2012, the Company recorded the following transactions which impacted results:

• Charges of $48 million for North America, $1 million for Pacific, $14 million for Bottling Investments and $10 million for Corporate due to charges related to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 17 and Note 18.

• Benefit of $1 million for Pacific and $5 million for Corporate due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 17 and Note 18.

• Benefit of $5 million for North America due to the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 17 and Note 18.

• Charge of $9 million for North America due to costs associated with the Company detecting residues of carbendazim in orange juice imported from Brazil for distribution in the United States. Refer to Note 17.

• Charges of $1 million for Latin America, $1 million for North America, $2 million for Pacific and benefits of $1 million for Eurasia and Africa and $3 million for Europe due to changes in the structure of BPW. Refer to Note 17.

• Net charge of $10 million for Bottling Investments due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

• Net charge of $7 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

The Company's fourth quarter 2012 results were impacted by two additional shipping days compared to the fourth quarter of 2011. Furthermore, the Company recorded the following transactions which impacted results:

• Charges of $1 million for Europe, $70 million for North America, $2 million for Pacific, $119 million for Bottling Investments and $20 million for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 17 and Note 18.

• Benefit of $1 million for Europe due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 17 and Note 18.

• Benefit of $1 million for North America due to the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 17 and Note 18.

155

• Benefit of $185 million for Corporate due to the gain the Company recognized as a result of the merger of Andina and Polar. Refer to Note 16 and Note 17.

• Charge of $108 million for Corporate due to the loss the Company recognized on the pending sale of a majority ownership interest in our Philippine bottling operations to Coca-Cola FEMSA. This transaction was completed in January 2013. As of December 31, 2012, the assets and liabilities associated with our Philippine bottling operations were classified as held for sale in our consolidated balance sheets. Refer to Note 17.

• Charge of $82 million for Corporate due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. The Company accounts for our investment in Mikuni under the equity method of accounting. Refer to Note 17.

• Net charge of $25 million for Bottling Investments due to the Company’s proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

• Charge of $16 million for Corporate due to other-than-temporary declines in the fair values of certain cost method investments. Refer to Note 16 and Note 17.

• Benefits of $1 million for Eurasia and Africa, $1 million for Latin America, $1 million for North America, $1 million for Pacific and a charge of $1 million for Europe due to changes in the structure of BPW. Refer to Note 17.

• Net tax benefit of $124 million associated with the reversal of a valuation allowance in one of the Company's foreign jurisdictions as well as amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the first quarter of 2011, the Company recorded the following transactions which impacted results:

• Charges of $1 million for Eurasia and Africa, $1 million for Europe, $111 million for North America, $1 million for Pacific, $21 million for Bottling Investments and $27 million for Corporate due to the Company's ongoing productivity, integration and restructuring initiatives. Refer to Note 17 and Note 18.

• Gain of $102 million for Corporate due to the sale of our investment in Embonor, a bottling partner with operations primarily in Chile. Prior to this transaction, the Company accounted for our investment in Embonor under the equity method of accounting. Refer to Note 17.

• Charge of $79 million for Pacific associated with the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. This charge was primarily related to the Company's charitable donations in support of relief and rebuilding efforts in Japan and funds provided to certain bottling partners in the affected regions. Refer to Note 17.

• Charge of $19 million for North America due to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business. Refer to Note 17.

• Charge of $4 million for Corporate related to premiums paid to repurchase certain long-term debt assumed in connection with our acquisition of CCE's former North America business. Refer to Note 10.

• Charge of $4 million for Bottling Investments, primarily attributable to the Company's proportionate share of restructuring charges recorded by an equity method investee. Refer to Note 17.

• A net tax charge of $3 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the second quarter of 2011, the Company recorded the following transactions which impacted results:

• Charges of $8 million for Eurasia and Africa, $2 million for Europe, $1 million for Latin America, $66 million for North America, $23 million for Bottling Investments and $47 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives as well as costs associated with the merger of Arca and Contal. Refer to Note 17 and Note 18.

• A net gain of $417 million for Corporate, primarily due to the merger of Arca and Contal. Refer to Note 16 and Note 17.

• Charge of $38 million for Corporate due to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 16 and Note 17.

• Charge of $4 million for Pacific due to the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. Refer to Note 17.

156

• A net gain of $1 million for Corporate related to the repurchase of certain long-term debt we assumed in connection with our acquisition of CCE's former North America business. Refer to Note 10.

• A net tax charge of $16 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the third quarter of 2011, the Company recorded the following transactions which impacted results:

• Charges of $2 million for Europe, $2 million for Latin America, $52 million for North America, $2 million for Pacific, $14 million for Bottling Investments and $26 million for Corporate, due to the Company's ongoing productivity, integration and restructuring initiatives as well as costs associated with the merger of Arca and Contal. Refer to Note 17 and Note 18.

• Charge of $36 million for Bottling Investments, primarily attributable to the Company's proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

• A net charge of $5 million for Corporate due to the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business. Refer to Note 10.

• Charge of $5 million for Corporate due to the finalization of working capital adjustments related to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE. Refer to Note 17.

• Charge of $3 million for Corporate due to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 16 and Note 17.

• A net charge of $1 million associated with the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. This net charge included a charge of $2 million for North America and a benefit of $1 million for Pacific. Refer to Note 17.

• A net tax benefit of $4 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

In the fourth quarter of 2011, the Company recorded the following transactions which impacted results:

• Charges of $3 million for Eurasia and Africa, $20 million for Europe, $1 million for Latin America, $145 million for North America, $1 million for Pacific, $31 million for Bottling Investments and $64 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives. Refer to Note 17 and Note 18.

• A net gain of $122 million for Corporate, primarily due to gains the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock during the period at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

• Charge of $17 million for Corporate due to other-than-temporary impairments of certain available-for-sale securities. Refer to Note 16 and Note 17.

• Charge of $13 million for Bottling Investments, primarily attributable to the Company's proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

• Charge of $10 million for Corporate due to the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 17.

• Charge of $1 million for Corporate due to the early extinguishment of certain long-term debt. This debt existed prior to the Company's acquisition of CCE's former North America business. Refer to Note 10.

• A net tax benefit of $22 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. Refer to Note 14.

157

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

ITEM 9A.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company, under the supervision and with the participation of its management, including the Chief Executive Officer and the Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company's "disclosure controls and procedures" (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of December 31, 2012.

Report of Management on Internal Control Over Financial Reporting and Attestation Report of Independent Registered Public Accounting Firm

The report of management on our internal control over financial reporting as of December 31, 2012 and the attestation report of our independent registered public accounting firm on our internal control over financial reporting are set forth in Part II, "Item 8. Financial Statements and Supplementary Data" in this report.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company's internal control over financial reporting during the quarter ended December 31, 2012 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

ITEM 9B.  OTHER INFORMATION

Not applicable.

PART III

ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information under the principal headings "ELECTION OF DIRECTORS" and "SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE," the information under the subheading "Codes of Business Conduct" under the principal heading "CORPORATE GOVERNANCE," and the information regarding the Audit Committee under the subheading “Board Meetings and Committees” under the principal heading "CORPORATE GOVERNANCE," in the Company's 2013 Proxy Statement is incorporated herein by reference. See Item X in Part I of this report for information regarding executive officers of the Company.

ITEM 11.  EXECUTIVE COMPENSATION

The information under the principal headings "DIRECTOR COMPENSATION," "COMPENSATION DISCUSSION AND ANALYSIS," "REPORT OF THE COMPENSATION COMMITTEE," "COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION" and "EXECUTIVE COMPENSATION" in the Company's 2013 Proxy Statement is incorporated herein by reference.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information under the principal headings "EQUITY COMPENSATION PLAN INFORMATION" and "OWNERSHIP OF EQUITY SECURITIES OF THE COMPANY" in the Company's 2013 Proxy Statement is incorporated herein by reference.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information under the subheading "Independence and Related Person Transactions" under the principal heading "CORPORATE GOVERNANCE" in the Company's 2013 Proxy Statement is incorporated herein by reference.

158

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information under the subheadings "Audit Fees and All Other Fees" and "Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors" below the principal heading "RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS" in the Company's 2013 Proxy Statement is incorporated herein by reference.

PART IV

ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) The following documents are filed as part of this report:

1.Financial Statements:

Consolidated Statements of Income — Years ended December 31, 2012, 2011 and 2010.

Consolidated Statements of Comprehensive Income — Years ended December 31, 2012, 2011 and 2010.

Consolidated Balance Sheets — December 31, 2012 and 2011.

Consolidated Statements of Cash Flows — Years ended December 31, 2012, 2011 and 2010.

Consolidated Statements of Shareowners' Equity — Years ended December 31, 2012, 2011 and 2010.

Notes to Consolidated Financial Statements.

Report of Independent Registered Public Accounting Firm.

Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting.

2.Financial Statement Schedules:

The schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission ("SEC") are not required under the related instructions or are inapplicable and, therefore, have been omitted.

3.Exhibits

In reviewing the agreements included as exhibits to this report, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the other parties to the agreements. The agreements contain representations, warranties, covenants and conditions by or of each of the parties to the applicable agreement. These representations, warranties, covenants and conditions have been made solely for the benefit of the other parties to the applicable agreement and:

• should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;

• may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

• may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and

• were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about the Company may be found elsewhere in this report and the Company's other public filings, which are available without charge through the SEC's website at http://www.sec.gov.

159

Exhibit No.

(With regard to applicable cross-references in the list of exhibits below, the Company's Current, Quarterly and Annual Reports are filed with the Securities and Exchange Commission (the "SEC") under File No. 001-02217; and Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Current, Quarterly and Annual Reports are filed with the SEC under File No. 01-09300).

2.1.1	Business Separation and Merger Agreement, dated as of February 25, 2010, by and among Coca-Cola Enterprises Inc., International CCE, Inc., The Coca-Cola Company and Cobalt Subsidiary LLC.
	Exhibit I	Tax Sharing Agreement
	Exhibit II	Employee Matters Agreement
	Exhibit III	Form of Corporate Name Letter
	Exhibit IV	Form of Transition Services Agreement
	Exhibit V-1	Bottler's Agreement Jurisdictions
	Exhibit V-2	Form of Bottler's Agreement
	— incorporated herein by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on March 3, 2010. In accordance with Item 601(b)(2) of Regulation S-K, certain schedules have not been filed. The Company hereby agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.
2.1.2	Amendment No. 1, dated as of September 6, 2010, to the Business Separation and Merger Agreement, dated as of February 25, 2010, by and among Coca-Cola Enterprises Inc., International CCE Inc., the Company and Cobalt Subsidiary LLC — incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on September 7, 2010.
2.2	Tax Sharing Agreement, dated as of February 25, 2010, by and among The Coca-Cola Company, Coca-Cola Enterprises Inc. and International CCE, Inc. (included as Exhibit I to the Business Separation and Merger Agreement) — incorporated herein by reference to Exhibit 2.2 of the Company's Current Report on Form 8-K filed on March 3, 2010.
2.3	Employee Matters Agreement, dated as of February 25, 2010, by and among The Coca-Cola Company, Coca-Cola Enterprises Inc. and International CCE, Inc. (included as Exhibit II to the Business Separation and Merger Agreement) — incorporated herein by reference to Exhibit 2.3 to the Company's Current Report on Form 8-K filed on March 3, 2010.
2.4	Letter Agreement, dated as of February 25, 2010, by and between the Company and Coca-Cola Enterprises Inc. — incorporated herein by reference to Exhibit 2.4 to the Company's Current Report on Form 8-K filed on March 3, 2010.
2.5	Share Purchase Agreement, dated as of March 20, 2010, by and among The Coca-Cola Company, Bottling Holdings (Luxembourg) s.a.r.l., Coca-Cola Enterprises Inc. and International CCE, Inc.
	Exhibit I	Form of Corporate Name Letter
	Exhibit II	Form of Bottler's Agreement
	— incorporated herein by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed on March 22, 2010. In accordance with Item 601(b)(2) of Regulation S-K, certain schedules have not been filed. The Company hereby agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.
3.1	Certificate of Incorporation of the Company, including Amendment of Certificate of Incorporation, dated July 27, 2012 — incorporated herein by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 28, 2012.
3.2	By-Laws of the Company, as amended and restated through April 17, 2008 — incorporated herein by reference to Exhibit 3.2 of the Company's Quarterly Report on Form 10-Q for the quarter ended June 27, 2008.
4.1	As permitted by the rules of the SEC, the Company has not filed certain instruments defining the rights of holders of long-term debt of the Company or consolidated subsidiaries under which the total amount of securities authorized does not exceed 10 percent of the total assets of the Company and its consolidated subsidiaries. The Company agrees to furnish to the SEC, upon request, a copy of any omitted instrument.
4.2	Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.

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4.3	First Supplemental Indenture, dated as of February 24, 1992, to Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.2 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.
4.4	Second Supplemental Indenture, dated as of November 1, 2007, to Amended and Restated Indenture, dated as of April 26, 1988, as amended, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed on March 5, 2009.
4.5	Form of Note for 5.350% Notes due November 15, 2017 — incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed October 31, 2007.
4.6	Form of Note for 3.625% Notes due March 15, 2014 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on March 5, 2009.
4.7	Form of Note for 4.875% Notes due March 15, 2019 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on March 5, 2009.
4.8	[RESERVED]
4.9	Form of Note for 0.750% Notes due November 15, 2013 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed November 18, 2010.
4.10	Form of Note for 1.500% Notes due November 15, 2015 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed November 18, 2010.
4.10.1	Form of Note for 3.150% Notes due November 15, 2020 — incorporated herein by reference to Exhibit 4.7 to the Company's Current Report on Form 8-K filed November 18, 2010.
4.11	Form of Exchange and Registration Rights Agreement among the Company, the representatives of the initial purchasers of the Notes and the other parties named therein — incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed August 8, 2011.
4.12	Form of Note for 1.80% Notes due September 1, 2016 — incorporated herein by reference to Exhibit 4.13 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
4.13	Form of Note for 3.30% Notes due September 1, 2021 — incorporated herein by reference to Exhibit 4.14 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
4.14	Form of Note for Floating Rates Notes due March 14, 2014 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed March 14, 2012.*
4.15	Form of Note for 0.750% Notes due March 13, 2015 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed March 14, 2012.*
4.16	Form of Note for 1.650% Notes due March 14, 2018 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed March 14, 2012.*
10.1.1	Supplemental Disability Plan of the Company, as amended and restated effective January 1, 2003 — incorporated herein by reference to Exhibit 10.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2002.*
10.1.2	Termination of the Company's Supplemental Disability Plan, effective December 31, 2012.*
10.2	Performance Incentive Plan of the Company, as amended and restated as of February 16, 2011 — incorporated herein by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K filed February 17, 2011.*
10.3.1	1999 Stock Option Plan of the Company, as amended and restated through February 16, 2011 — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 17, 2011.*
10.3.2	Form of Stock Option Agreement in connection with the 1999 Stock Option Plan of the Company — incorporated herein by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed February 14, 2007.*
10.3.3	Form of Stock Option Agreement in connection with the 1999 Stock Option Plan of the Company, as adopted December 12, 2007 — incorporated herein by reference to Exhibit 10.8 to the Company's Current Report on Form 8-K filed February 21, 2008.*
10.3.4	Form of Stock Option Agreement in connection with the 1999 Stock Option Plan of the Company, as adopted February 18, 2009 — incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed February 18, 2009.*
10.4.1	2002 Stock Option Plan of the Company, amended and restated through February 18, 2009 — incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed February 18, 2009.*

161

10.4.2	Form of Stock Option Agreement in connection with the 2002 Stock Option Plan, as amended — incorporated herein by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed on December 8, 2004.*
10.4.3	Form of Stock Option Agreement in connection with the 2002 Stock Option Plan, as adopted December 12, 2007 — incorporated herein by reference to Exhibit 10.9 to the Company's Current Report on Form 8-K filed on February 21, 2008.*
10.4.4	Form of Stock Option Agreement in connection with the 2002 Stock Option Plan, as adopted February 18, 2009 — incorporated herein by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K filed on February 18, 2009.*
10.5.1	2008 Stock Option Plan of the Company, as amended and restated, effective February 16, 2011 — incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on February 17, 2011.*
10.5.2	Form of Stock Option Agreement for grants under the Company's 2008 Stock Option Plan — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed July 16, 2008.*
10.5.3	Form of Stock Option Agreement for grants under the Company's 2008 Stock Option Plan, as adopted February 18, 2009 — incorporated herein by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K filed February 18, 2009.*
10.6	1983 Restricted Stock Award Plan of the Company, as amended and restated through February 16, 2011 — incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on February 17, 2011.*
10.7.1	1989 Restricted Stock Award Plan of the Company, as amended and restated through February 16, 2011 — incorporated herein by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed February 17, 2011.*
10.7.2	Form of Restricted Stock Agreement (Performance Share Unit Agreement) in connection with the 1989 Restricted Stock Award Plan of the Company, as adopted December 12, 2007 — incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed February 21, 2008.*
10.7.3	Form of Restricted Stock Agreement (Performance Share Unit Agreement) for France in connection with the 1989 Restricted Stock Award Plan of the Company, as adopted December 12, 2007 — incorporated herein by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K filed February 21, 2008.*
10.7.4	Form of Restricted Stock Agreement in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 17, 2010 — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on February 18, 2010. *
10.7.5	Form of Restricted Stock Agreement (Performance Share Unit Agreement) in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 17, 2010 — incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on February 18, 2010.*
10.7.6	Form of Restricted Stock Agreement (Performance Share Unit Agreement) for France in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 17, 2010 — incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on February 18, 2010.*
10.7.7	Form of Restricted Stock Agreement (Performance Share Unit Agreement) in connection with the 1989 Restricted Stock Award Plan of the Company, as adopted February 16, 2011 — incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed February 17, 2011.*
10.7.8	Form of Restricted Stock Agreement (Performance Share Unit Agreement) for France in connection with the 1989 Restricted Stock Award Plan of the Company, as adopted February 16, 2011 — incorporated herein by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K filed February 17, 2011.*
10.7.9	Form of Restricted Stock Unit Agreement in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 - incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 15, 2012.*
10.7.10	Form of Restricted Stock Unit Agreement in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 — incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed February 15, 2012.*
10.7.11	Form of Restricted Stock Unit Agreement in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed February 15, 2012.*
10.7.12	Form of Restricted Stock Unit Agreement in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 — incorporated herein by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed February 15, 2012.*

162

10.7.13	Form of Restricted Stock Agreement (Performance Share Unit Agreement) in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 — incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed February 15, 2012.*
10.7.14	Form of Restricted Stock Agreement (Performance Share Unit Agreement) for France in connection with The Coca-Cola Company 1989 Restricted Stock Award Plan, as adopted February 15, 2012 — incorporated herein by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K filed February 15, 2012.*
10.8.1	Compensation Deferral & Investment Program of the Company, as amended, including Amendment Number Four, dated November 28, 1995 — incorporated herein by reference to Exhibit 10.13 to the Company's Annual Report on Form 10-K for the year ended December 31, 1995.*
10.8.2	Amendment Number Five to the Compensation Deferral & Investment Program of the Company, effective as of January 1, 1998 — incorporated herein by reference to Exhibit 10.8.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 1997.*
10.8.3	Amendment Number Six to the Compensation Deferral & Investment Program of the Company, dated as of January 12, 2004, effective January 1, 2004 — incorporated herein by reference to Exhibit 10.9.3 to the Company's Annual Report on Form 10-K for the year ended December 31, 2003.*
10.9	[RESERVED]
10.10.1	Supplemental Pension Plan, Amended and Restated Effective January 1, 2010 — incorporated herein by reference to Exhibit 10.10.6 to the Company's Annual Report on Form 10-K for the year ended December 31, 2009.*
10.10.2	Amendment One to The Coca-Cola Company Supplemental Pension Plan, effective December 31, 2012, dated December 6, 2012.*
10.11	The Coca-Cola Company Supplemental 401(k) Plan (f/k/a the Supplemental Thrift Plan of the Company), Amended and Restated Effective January 1, 2012, dated December 14, 2011 — incorporated herein by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.12.1	The Coca-Cola Company Supplemental Cash Balance Plan, effective January 1, 2012 — incorporated herein by reference to Exhibit 10.12 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.12.2	Amendment One to The Coca-Cola Company Supplemental Cash Balance Plan, dated December 6, 2012.*
10.13	The Coca-Cola Company Directors' Plan, amended and restated on December 13, 2012, effective January 1, 2013.*
10.14	Long-Term Performance Incentive Plan of the Company, as amended and restated effective December 13, 2006 — incorporated herein by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.15	Executive Incentive Plan of the Company, adopted as of February 14, 2001 — incorporated herein by reference to Exhibit 10.19 to the Company's Annual Report on Form 10-K for the year ended December 31, 2000.*
10.16	Deferred Compensation Plan of the Company, as amended and restated December 8, 2010 — incorporated herein by reference to Exhibit 10.16 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.17	The Coca-Cola Export Corporation Employee Share Plan, effective as of March 13, 2002 — incorporated herein by reference to Exhibit 10.31 to the Company's Annual Report on Form 10-K for the year ended December 31, 2002.*
10.18	Employees' Savings and Share Ownership Plan of Coca-Cola Ltd., effective as of January 1, 1990 — incorporated herein by reference to Exhibit 10.32 to the Company's Annual Report on Form 10-K for the year ended December 31, 2002.*
10.19	Share Purchase Plan — Denmark, effective as of 1991 — incorporated herein by reference to Exhibit 10.33 to the Company's Annual Report on Form 10-K for the year ended December 31, 2002.*
10.20.1	The Coca-Cola Company Benefits Plan for Members of the Board of Directors, as amended and restated through April 14, 2004 — incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2004.*
10.20.2	Amendment Number One to the Company's Benefits Plan for Members of the Board of Directors, dated December 16, 2005 — incorporated herein by reference to Exhibit 10.31.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2005.*

163

10.21.1	Employment Agreement, dated as of February 20, 2003, between the Company and José Octavio Reyes — incorporated herein by reference to Exhibit 10.43 to the Company's Annual Report on Form 10-K for the year ended December 31, 2004.*
10.21.2	Letter, dated September 13, 2012, between Servicios Integrados de Administración y Alta Gerencia, S de R.L. de C.V. and José Octavio Reyes — incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.21.3	Modification of Conditions, Termination Agreement and Release, dated September 13, 2012, between Servicios Integrados de Administración y Alta Gerencia, S de R.L. de C.V. and José Octavio Reyes — incorporated herein by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.22	The Coca-Cola Company Severance Pay Plan, As Amended and Restated Effective January 1, 2012, dated December 14, 2011 — incorporated herein by reference to Exhibit 10.22 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.23	Order Instituting Cease and Desist Proceedings, Making Findings and Imposing a Cease-and-Desist Order Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934 — incorporated herein by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed on April 18, 2005.
10.24	Offer of Settlement of The Coca-Cola Company — incorporated herein by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed on April 18, 2005.
10.25	Employment Agreement, effective as of May 1, 2005, between Refreshment Services S.A.S. and Dominique Reiniche, dated September 7, 2006 — incorporated herein by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed on September 12, 2006.*
10.26	Refreshment Services S.A.S. Defined Benefit Plan, dated September 25, 2006 — incorporated herein by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 29, 2006.*
10.27	Share Purchase Agreement among Coca-Cola South Asia Holdings, Inc. and San Miguel Corporation, San Miguel Beverages (L) Pte Limited and San Miguel Holdings Limited in connection with the Company's purchase of Coca-Cola Bottlers Philippines, Inc., dated December 23, 2006 — incorporated herein by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed on December 29, 2006.
10.28	Cooperation Agreement between Coca-Cola South Asia Holdings, Inc. and San Miguel Corporation in connection with the Company's purchase of Coca-Cola Bottlers Philippines, Inc., dated December 23, 2006 — incorporated herein by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed on December 29, 2006.
10.29.1	Offer Letter, dated July 20, 2007, from the Company to Joseph V. Tripodi, including Agreement on Confidentiality, Non-Competition and Non-Solicitation, dated July 20, 2007 — incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 28, 2007.*
10.29.2	Agreement between the Company and Joseph V. Tripodi, dated December 15, 2008 — incorporated herein by reference to Exhibit 10.47.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2008.*
10.30	Letter, dated July 17, 2008, to Muhtar Kent — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed July 21, 2008.*
10.31	Separation Agreement between the Company and Robert Leechman, dated February 24, 2009, including form of Full and Complete Release and Agreement on Competition, Trade Secrets and Confidentiality — incorporated herein by reference to Exhibit 10.9 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 3, 2009.*
10.32	Separation Agreement between the Company and Cynthia McCague, dated June 22, 2009 (effective as of July 22, 2009), including form of Full and Complete Release and Agreement on Competition, Trade Secrets and Confidentiality and summary of anticipated consulting agreement — incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended October 2, 2009.*
10.33	Letter of Understanding between the Company and Ceree Eberly, dated October 26, 2009, including Agreement on Confidentiality, Non-Competition and Non-Solicitation, dated November 1, 2009 — incorporated herein by reference to Exhibit 10.47 to the Company's Annual Report on Form 10-K for the year ended December 31, 2009.*
10.34.1	The Coca-Cola Export Corporation Overseas Retirement Plan, as amended and restated, effective October 1, 2007 — incorporated herein by reference to Exhibit 10.55 to the Company's Annual Report on Form 10-K for the year ended December 31, 2008.*

164

10.34.2	Amendment Number One to The Coca-Cola Export Corporation Overseas Retirement Plan, as Amended and Restated Effective October 1, 2007, dated September 29, 2011 — incorporated herein by reference to Exhibit 10.34.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.34.3	Amendment Number Two to The Coca-Cola Export Corporation Overseas Retirement Plan, as Amended and Restated Effective October 1, 2007, dated November 14, 2011 — incorporated herein by reference to Exhibit 10.34.3 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.34.4	Amendment Number Three to The Coca-Cola Export Corporation Overseas Retirement Plan, as Amended and Restated Effective October 1, 2007, dated September 27, 2012 — incorporated herein by reference to Exhibit 10.11 to the Company's Quarterly Report on Form 10-Q filed on September 28, 2012.*
10.35.1	The Coca-Cola Export Corporation International Thrift Plan, as amended and restated, effective January 1, 2011 — incorporated herein by reference to Exhibit 10.8 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 1, 2011.*
10.35.2	Amendment Number One to The Coca-Cola Export Corporation International Thrift Plan, as Amended and Restated, Effective January 1, 2011, dated September 20, 2011 — incorporated herein by reference to Exhibit 10.35.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.35.3	Amendment Number Two to The Coca-Cola Export Corporation International Thrift Plan, as Amended and Restated Effective January 1, 2011, dated September 27, 2012 — incorporated herein by reference to Exhibit 10.10 to the Company's Quarterly Report on Form 10-Q filed on September 28, 2012.*
10.36	Letter Agreement, dated as of June 7, 2010, between The Coca-Cola Company and Dr Pepper Seven-Up, Inc. — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 7, 2010.
10.37	[RESERVED]
10.38	Coca-Cola Enterprises Inc. Stock Deferral Plan — incorporated herein by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-3 (Registration No. 333-169724) filed on October 1, 2010.*
10.39	Coca-Cola Enterprises Inc. 1997 Stock Option Plan — incorporated herein by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.40	Coca-Cola Enterprises Inc. 1999 Stock Option Plan — incorporated herein by reference to Exhibit 99.2 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.41	Coca-Cola Enterprises Inc. 2001 Restricted Stock Award Plan — incorporated herein by reference to Exhibit 99.3 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.42	Coca-Cola Enterprises Inc. 2001 Stock Option Plan — incorporated herein by reference to Exhibit 99.4 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.43	Coca-Cola Enterprises Inc. 2004 Stock Award Plan — incorporated herein by reference to Exhibit 99.5 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.44.1	Coca-Cola Enterprises Inc. 2007 Incentive Award Plan — incorporated herein by reference to Exhibit 99.6 to the Company's Registration Statement on Form S-8 (Registration No. 333-169722) filed on October 1, 2010.*
10.44.2	Form of 2007 Stock Option Agreement (Senior Officers) under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan — incorporated herein by reference to Exhibit 10.32 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2007.*
10.44.3	Form of Stock Option Agreement (Chief Executive Officer and Senior Officers) under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan for Awards after October 29, 2008 — incorporated herein by reference to Exhibit 10.16.4 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*
10.44.4	Form of 2007 Restricted Stock Unit Agreement (Senior Officers) under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan — incorporated herein by reference to Exhibit 10.16.7 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*
10.44.5	Form of 2007 Performance Share Unit Agreement (Senior Officers) under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan — incorporated herein by reference to Exhibit 10.16.10 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*

165

10.44.6	Form of Performance Share Unit Agreement (Chief Executive Officer and Senior Officers) under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan for Awards after October 29, 2008 — incorporated herein by reference to Exhibit 10.16.12 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*
10.45.1	Coca-Cola Refreshments USA, Inc. Supplemental Matched Employee Savings and Investment Plan (Amended and Restated Effective January 1, 2010) — incorporated herein by reference to Exhibit 10.2 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2009.*
10.45.2	First Amendment to the Coca-Cola Refreshments USA, Inc. Supplemental Matched Employee Savings and Investment Plan (Amended and Restated Effective January 1, 2010), dated September 24, 2010 — incorporated herein by reference to Exhibit 10.45.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.45.3	Second Amendment to the Coca-Cola Refreshments USA, Inc. Supplemental Matched Employee Savings and Investment Plan (Amended and Restated Effective January 1, 2010), dated November 3, 2010 — incorporated herein by reference to Exhibit 10.45.3 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.45.4	Third Amendment to the Coca-Cola Refreshments USA, Inc. Supplemental Matched Employee Savings and Investment Plan, Effective January 1, 2010, dated February 15, 2011 — incorporated herein by reference to Exhibit 10.45.4 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.45.5	Fourth Amendment to the Coca-Cola Refreshments USA, Inc. Supplemental Matched Employee Savings and Investment Plan, effective December 31, 2011, dated December 14, 2011 — incorporated herein by reference to Exhibit 10.45.5 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.46.1	Coca-Cola Refreshments Executive Pension Plan, dated December 13, 2010 (Amended and Restated Effective January 1, 2011) — incorporated herein by reference to Exhibit 10.46 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.46.2	Amendment Number One to the Coca-Cola Refreshments Executive Pension Plan (Amended and Restated Effective January 1, 2011), dated as of July 14, 2011— incorporated herein by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.*
10.46.3	Amendment Number Two to the Coca-Cola Refreshments Executive Pension Plan, effective December 31, 2011, dated December 14, 2011 — incorporated herein by reference to Exhibit 10.46.3 to the Company's Annual Report on Form 10-K for the year ended December 31, 2011.*
10.47	Summary Plan Description for Coca-Cola Refreshments USA, Inc. Executive Long-Term Disability Plan — incorporated by reference to Exhibit 10.18 of Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2006.*
10.48.1	Coca-Cola Refreshments USA, Inc. Executive Severance Plan (Amended and Restated Effective December 31, 2008) — incorporated herein by reference to Exhibit 10.5.4 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*
10.48.2	Form Agreement in connection with the Coca-Cola Refreshments USA, Inc. Executive Severance Plan (Amended and Restated Effective September 25, 2008) — incorporated herein by reference to Exhibit 10.5.5 to Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Annual Report on Form 10-K for the year ended December 31, 2008.*
10.48.3	First Amendment to the Coca-Cola Refreshments USA, Inc. Executive Severance Plan (Amended and Restated Effective December 31, 2008), dated as of November 3, 2010 — incorporated herein by reference to Exhibit 10.48.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.48.4	Amendment Number Two to the Coca-Cola Refreshments USA, Inc. Executive Severance Plan (Amended and Restated Effective December 31, 2008), dated as of July 14, 2011 — incorporated herein by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.*
10.48.5	Amendment Number Three to the Coca-Cola Refreshments Executive Severance Plan, dated September 24, 2012 - incorporated herein by reference to Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q filed on September 28, 2012.*
10.49	Amendment to certain Coca-Cola Refreshments USA, Inc.'s (formerly known as Coca-Cola Enterprises Inc.) Employee Benefit Plans and Equity Plans, effective December 6, 2010 — incorporated herein by reference to Exhibit 10.49 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*
10.50.1	Offer Letter, dated October 21, 2010, from the Company to Steven A. Cahillane, including Agreement on Confidentiality, Non-Competition and Non-Solicitation, dated November 10, 2010 — incorporated herein by reference to Exhibit 10.50 to the Company's Annual Report on Form 10-K for the year ended December 31, 2010.*

166

10.50.2	Letter, dated September 11, 2012, from the Company to Steven A. Cahillane — incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.51	Offer Letter, dated January 5, 2011, from the Company to Guy Wollaert, including Agreement on Confidentiality, Non-Competition and Non-Solicitation, dated June 23, 2008 — incorporated herein by reference to Exhibit 10.9 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 1, 2011.*
10.52	Letter, dated September 11, 2012, from the Company to Ahmet Bozer — incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.53	Letter, dated September 11, 2012, from the Company to Brian Smith — incorporated herein by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.54	Letter, dated September 11, 2012, from the Company to J. Alexander Douglas, Jr. — incorporated herein by reference to Exhibit 10.6 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.55	Letter, dated September 11, 2012, from the Company to Brian Kelley - incorporated herein by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.56	Letter, dated September 11, 2012, from the Company to Nathan Kalumbu — incorporated herein by reference to Exhibit 10.8 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.57.1	Letter, dated September 11, 2012, from the Company to James Quincey — incorporated herein by reference to Exhibit 10.9 to the Company's Current Report on Form 8-K filed on September 14, 2012.*
10.57.2	Service Agreement between Beverage Services Limited and James Robert Quincey, dated November 14, 2012.*
10.58	Letter, dated December 12, 2012, from the Company to Glen Walter, including Agreement on Confidentiality, Non-Competition and Non-Solicitation, dated December 14, 2012.*
10.59.1	Coca-Cola Refreshments Supplemental Pension Plan (Amended and Restated Effective January 1, 2011), dated December 13, 2010 — incorporated herein by reference to Exhibit 10.7 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 30, 2012.*
10.59.2	Amendment Number One to the Coca-Cola Refreshments Supplemental Pension Plan, dated December 14, 2011 — incorporated herein by reference to Exhibit 10.8 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 30, 2012.*
10.59.3	Amendment Two to the Coca-Cola Refreshments Supplemental Pension Plan, dated December 6, 2012.*
10.60.1	Coca-Cola Refreshments Severance Pay Plan for Exempt Employees, effective as of January 1, 2012.*
10.60.2	Amendment One to the Coca-Cola Refreshments Severance Pay Plan for Exempt Employees, effective January 1, 2012, dated May 24, 2012.*
10.60.3	Amendment Two to the Coca-Cola Refreshments Severance Pay Plan for Exempt Employees, dated December 6, 2012.*
12.1	Computation of Ratios of Earnings to Fixed Charges for the years ended December 31, 2012, 2011, 2010, 2009 and 2008.
18.1	Preferability Letter from Independent Registered Public Accounting Firm — incorporated herein by reference to Exhibit 18.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 30, 2012.
21.1	List of subsidiaries of the Company as of December 31, 2012.
23.1	Consent of Independent Registered Public Accounting Firm.
24.1	Powers of Attorney of Officers and Directors signing this report.
31.1	Rule 13a-14(a)/15d-14(a) Certification, executed by Muhtar Kent, Chairman of the Board of Directors, Chief Executive Officer and President of The Coca-Cola Company.
31.2	Rule 13a-14(a)/15d-14(a) Certification, executed by Gary P. Fayard, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.
32.1	Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350), executed by Muhtar Kent, Chairman of the Board of Directors, Chief Executive Officer and President of The Coca-Cola Company and by Gary P. Fayard, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.

167

101 The following financial information from The Coca-Cola Company's Annual Report on Form 10-K for the year ended December 31, 2012, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Statements of Income for the years ended December 31, 2012, 2011 and 2010, (ii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2012, 2011 and 2010, (iii) Consolidated Balance Sheets as of December 31, 2012 and 2011, (iv) Consolidated Statements of Cash Flows for the years ended December 31, 2012, 2011 and 2010, (v) Consolidated Statements of Shareowners' Equity for the years ended December 31, 2012, 2011 and 2010 and (vi) the Notes to Consolidated Financial Statements.

________________________________

^*  Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this report.

168

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

THE COCA-COLA COMPANY
(Registrant)
By:	/s/ MUHTAR KENT
	Muhtar Kent Chairman of the Board of Directors, Chief Executive Officer and President
	Date:	February 27, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

/s/ MUHTAR KENT	*
Muhtar Kent Chairman of the Board of Directors, Chief Executive Officer, President and a Director (Principal Executive Officer)	Richard M. Daley Director
February 27, 2013	February 27, 2013
/s/ GARY P. FAYARD	*
Gary P. Fayard Executive Vice President and Chief Financial Officer (Principal Financial Officer)	Barry Diller Director
February 27, 2013	February 27, 2013
/s/ KATHY N. WALLER	*
Kathy N. Waller Vice President and Controller (Principal Accounting Officer)	Evan G. Greenberg Director
February 27, 2013	February 27, 2013
*	*
Herbert A. Allen Director	Alexis M. Herman Director
February 27, 2013	February 27, 2013
*	*
Ronald W. Allen Director	Donald R. Keough Director
February 27, 2013	February 27, 2013
*	*
Howard G. Buffett Director	Robert A. Kotick Director
February 27, 2013	February 27, 2013

169

*	*
Maria Elena Lagomasino Director	Peter V. Ueberroth Director
February 27, 2013	February 27, 2013
*	*
Donald F. McHenry Director	Jacob Wallenberg Director
February 27, 2013	February 27, 2013
*	*
Sam Nunn Director	James B. Williams Director
February 27, 2013	February 27, 2013
*
James D. Robinson III Director
February 27, 2013

*By:	/s/ GLORIA K. BOWDEN
	Gloria K. Bowden Attorney-in-fact
	February 27, 2013

170

EX-10.1.2

Exhibit 10.1.2

ACTIONS TAKEN AND RESOLUTIONS ADOPTED BY

THE COCA-COLA COMPANY BENEFITS COMMITTEE

The undersigned, representing the majority of the members of The Coca-Cola Company Benefits Committee (the "Committee"), hereby approve and adopt the following Resolutions:

WHEREAS, The Coca-Cola Company (the “Company”) currently maintains The

Coca-Cola Company Supplemental Disability Plan, as amended and restated effective January 1, 2003 (the “Plan”);

WHEREAS, pursuant to Section 5.4 of the Plan, the Committee may terminate the Plan at any time;

WHEREAS, effective at midnight on December 31, 2012, all employees shall cease participation in the Plan;

NOW, THEREFORE, BE IT RESOLVED, that the Committee hereby terminates the Plan effective as of midnight on December 31, 2012;

BE IT FURTHER RESOLVED, that the members of the Committee are hereby authorized and directed to take any other action that may be necessary or appropriate to carry out the intent of these Resolutions.

IN WITNESS WHEREOF, the undersigned members of the Committee have executed this Resolution effective as of midnight on December 31, 2012.

Date: __12/6/12______/s/ Christopher P. Nolan__________

Date: __12/6/12______/s/ Chuck Lischer________________

Date: __12/6/12______/s/ Susan M. Fleming_____________

Date: __12/6/12______/s/ Alison Schmidt_______________

Date: ____________________________________________

Date: ____________________________________________

EX-10.10.2

Exhibit 10.10.2

AMENDMENT ONE

TO THE

THE COCA-COLA COMPANY SUPPLEMENTAL PENSION PLAN

WHEREAS, The Coca-Cola Company (the “Company”) established The Coca-Cola Company Supplemental Pension Plan (the “Plan”);

WHEREAS, The Coca-Cola Company Benefits Committee (“Benefits Committee”) is authorized to amend the Plan; and

NOW THEREFORE, the Plan is hereby amended as follows, effective December 31, 2012:

1.

Effective December 31, 2012, the following paragraph will be added to the end of the “Preface” Section:

PREFACE

“Prior to January 1, 2013, the Company or its subsidiaries maintained, among others, the following three pension plans: The Coca-Cola Company Cash Balance Pension Plan (“Pre-2013 Cash Balance Plan”), The Coca-Cola Company Pension Plan (the “KO Prior Pension Plan”) and the Coca-Cola Refreshments Employees' Pension Plan (the “CCR Prior Pension Plan”). Effective January 1, 2013, the KO Prior Pension Plan and the CCR Prior Pension Plan were merged into the Pre-2013 Cash Balance Plan which was renamed as The Coca-Cola Company Pension Plan. This Plan is intended to cover Employees who were participating in the KO Prior Plan on December 31, 2012, who accrue pension benefits using the formula previously set forth in the KO Prior Pension Plan, reflected in Schedule One of the Basic Plan Document, as that term is defined in The Coca-Cola Company Pension Plan.”

2.

The definition of “Pension Benefit” shall be deleted and replaced with the following definition:

“Pension Benefit” shall be the benefit payable to a Participant under the Qualified Pension Plan.”

3.

The definition of “Qualified Pension Plan” shall be deleted and replaced with the following definition:

“Qualified Pension Plan” shall mean The Coca-Cola Company Pension Plan (formerly known as The Coca-Cola Company Cash Balance Pension Plan).”

4.

Section 2.1(a) shall be deleted and replaced with the following language.

“2.1Eligibility for Participation.

(a)All Employees of the Employer who are eligible for the Qualified Pension Plan, who were participating in the KO Prior Plan on December 31, 2012, who accrue pension benefits using the formula previously set forth in the KO Prior Pension Plan, reflected in Schedule One of the Basic Plan Document, as that term is defined in Qualified Pension Plan, and i) whose benefits under the Qualified Pension Plan are limited by the limitations set forth in Code Sections 401(a)(17) or 415 or (ii) who defer compensation under the Deferred Compensation Plan and, solely on account of such deferrals, the Employee's benefit under the Qualified Pension Plan is limited shall be eligible to participate in the Plan.”

IN WITNESS WHEREOF, the Benefits Committee has caused this Amendment to be signed by its duly authorized member as of this 6^th day of December 2012.

THE COCA-COLA COMPANY

BENEFITS COMMITTEE

/s/ Sue Fleming

Sue Fleming

Benefits Committee Chairperson

EX-10.12.2

Exhibit 10.12.2

AMENDMENT ONE

TO THE

THE COCA-COLA COMPANY SUPPLEMENTAL CASH BALANCE PLAN

WHEREAS, The Coca-Cola Company (the “Company”) established The Coca-Cola Company Supplemental Cash Balance Plan (the “Plan”);

WHEREAS, The Coca-Cola Company Benefits Committee (“Benefits Committee”) is authorized to amend the Plan; and

NOW THEREFORE, the Plan is hereby amended as follows, effective December 31, 2012:

1.

With the exception of the “Preface” section, the term “The Coca-Coca Company Cash Balance Plan” shall be deleted wherever the same appears and “The Coca-Cola Company Pension Plan” shall be inserted in lieu thereof.

2.

Effective December 31, 2012, the “Preface” section is deleted and replaced with the following language:

PREFACE

“Prior to January 1, 2013, the Company or its subsidiaries maintained, among others, the following three pension plans: The Coca-Cola Company Cash Balance Pension Plan (“Pre-2013 Cash Balance Plan”), The Coca-Cola Company Pension Plan (the “KO Prior Pension Plan”) and the Coca-Cola Refreshments Employees' Pension Plan (the “CCR Prior Pension Plan”). Effective January 1, 2013, the KO Prior Pension Plan and the CCR Prior Pension Plan are merged into the Pre-2013 Cash Balance Plan which was renamed as The Coca-Cola Company Pension Plan.

The Coca-Cola Company established The Coca-Cola Company Supplemental Cash Balance Plan (the “Plan”) effective January 1, 2012. The Plan is an unfunded supplemental retirement plan for eligible employees and their beneficiaries as described herein. This Plan is intended to cover Employees who were participating in the Pre-2013 Cash Balance Plan on December 31, 2012 and eligible Employees whose most recent hire date is on or after January 1, 2012, who accrue pension benefits using the formula previously set forth in the Pre-2013 Cash Balance Plan, reflected in the Basic Plan Document (Article 4), as that term is defined in The Coca-Cola Company Pension Plan. The Plan is designed to provide certain retirement benefits primarily for a select group of management or highly compensated employees which are not otherwise payable or cannot otherwise be provided under the terms of The Coca-Cola Company Pension Plan as a result of the limitations set forth under certain applicable sections of the Internal Revenue Code or on account of an employee's deferral of compensation under The Coca-Cola Company Deferred Compensation Plan.”

3.

The definition of “Pension Benefit” shall be deleted and replaced with the following definition:

“Pension Benefit” shall be the benefit payable to a Participant under the Qualified Pension Plan.”

IN WITNESS WHEREOF, the Benefits Committee has caused this Amendment to be signed by its duly authorized member as of this 6^th day of December 2012.

THE COCA-COLA COMPANY

BENEFITS COMMITTEE

/s/ Sue Fleming

Sue Fleming

Benefits Committee Chairperson

EX-10.13

Exhibit 10.13

THE COCA-COLA COMPANY DIRECTORS’ PLAN

The Coca-Cola Company Directors’ Plan (the “Plan”) is amended and restated on December 13, 2012, effective January 1, 2013 (“Effective Date”). The Plan sets forth the compensation for non-employee Directors of The Coca-Cola Company (the “Company”), and the deferred compensation provisions of the Plan are designed to provide non-employee Directors with an opportunity to defer certain compensation as a Director.

All compensation awarded to and/or deferred by non-employee Directors of the Company prior to the Effective Date shall be subject to the terms of the Compensation Plan for Non-Employee Directors of The Coca-Cola Company, as amended on December 13, 2007, The Coca-Cola Company Compensation and Deferred Compensation Plan for Non-Employee Directors, as adopted on February 19, 2009 effective January 1, 2013, or The Coca-Cola Company Deferred Compensation Plan for Non-Employee Directors as amended and restated effective April 1, 2006, as applicable (the “Prior Plans”).

ARTICLE I

DEFINITIONS

The following words and phrases as used herein shall have the meaning specified below, unless a different meaning is plainly required by the context.

“AC Account” shall mean an annual compensation account maintained under the Plan for a Participant in accordance with Article III.

“Beneficiary” shall mean the person, persons or trust designated in writing by the Participant to receive any benefits from the Plan due to the death of the Participant. If no Beneficiary is designated, the Beneficiary shall be the Participant’s spouse. If no Beneficiary is designated and the Participant has no current spouse, the Beneficiary shall be the Participant’s estate.

“Board” shall mean the Board of Directors of The Coca-Cola Company.

“Calculation Date” shall mean April 1 or, if April 1 is not a trading day, the trading day immediately preceding April 1.

“Cash Payment” shall mean the cash payment described in Section 3.2.

“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 14C under the Securities Exchange Act of 1934, as amended ("1934 Act"), as in effect on December 13, 2012, provided that such a change in control shall be deemed to have

1

occurred at such time as (i) any "person" (as that term is used in Sections 13(d) and 14(d)(2) of the 1934 Act), is or becomes the "beneficial owner" (as defined in Rule 13d-3 under the 1934 Act as in effect on December 13, 2012 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 (2) consecutive years or less, individuals who at the beginning of such period constituted the Board of the Company cease, for any reason, to constitute at least a majority of the Board, 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 shareowners of the Company approve any merger or consolidation as a result of which the Stock (as defined below) 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 and such merger, consolidation, liquidation or sale is completed; or (iv) the shareowners of the Company approve any merger or consolidation to which the Company is a party as a result of which the persons who were shareowners 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 and such merger or consolidation is completed; provided, however, that no Change in Control shall be deemed to have occurred if, prior to such times as a Change in Control would otherwise be deemed to have occurred, the Board determines otherwise, and provided the Change in Control constitutes a change in control pursuant to Section 409A of the Code.

“Code” shall mean the Internal Revenue Code of 1986, as amended.

“Committee” shall mean the Committee on Directors and Corporate Governance of the Board of Directors of the Company.

“Company” shall mean The Coca-Cola Company.

“Director” shall mean a duly-appointed or elected member of the Board.

“DC Account” shall mean a deferred compensation account maintained under the Plan for a Participant in accordance with Article IV.

“Effective Date” shall mean January 1, 2013.

“Majority-Owned Related Company” shall mean a corporation(s) or other business organization(s) in which the Company owns, directly or indirectly, 50% or more of the voting stock or capital at the relevant time.

“Participant” shall mean a Director who is eligible for the Plan in accordance with Article II and/or a former Director for whom accounts are maintained under the Plan.

2

“Payment Date” shall mean the date that is the later of (i) January 15 of the year following the year in which service as a Director terminates or (ii) six months following the date on which service as a Director terminates. Where a Participant has elected to receive payment of the balance in the Participant’s DC Account in the form of installments in accordance with the terms of the Plan, the first installment payment shall be paid on the Payment Date and all other installment payments shall be paid annually on the anniversary date of the Payment Date.

“Plan” shall mean The Coca-Cola Company Directors’ Plan.

“Share Unit” shall mean a hypothetical share of Stock that is credited to a Participant’s AC Account or DC Account.

“Stock” shall mean the common stock of the Company.

“Unforeseeable Emergency” shall mean a severe unforeseeable financial hardship as defined in Section 409A of the Code and the regulations thereunder, including a severe financial hardship resulting from (i) an illness or accident of the Participant, the Participant’s spouse, the Participant’s designated Beneficiary, or the Participant’s dependent (as defined in Section 152 of the Code, without regard to section

152(b)(1), (b)(2), and (d)(1)(B)), (ii) the loss of the Participant’s property due to casualty, or (iii) other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the Participant’s control.

“Valuation Date” shall mean the trading date immediately preceding the Payment Date.

ARTICLE II

ELIGIBILITY

2.1 Limitation to Non-Employee Directors. Only Directors who are not employed by the Company or a Majority-Owned Related Company shall be eligible for the Plan.

2.2 Date of Eligibility. Directors who are on the Board as of January 1, 2013 shall be eligible to participate. Thereafter, a new Director shall be eligible as of the date he or she is appointed or elected to the Board.

ARTICLE III

COMPENSATION

3.1 Accounts; Mandatory Annual Transfer. Each Participant shall have an AC Account administered in his or her name. Such AC Account shall be a bookkeeping entry only and no Stock or other assets shall be placed in the Participant’s name. On December 31 of each year, all Share Units credited to

3

a Participant’s AC Account pursuant to Section 3.3 automatically shall be transferred to that Participant’s DC Account.

3.2 Cash Payment. Unless the Participant has elected to defer all or a portion of the Cash Payment into Share Units in accordance with Article IV of this Plan, (a) the Participant will be paid $50,000 annually for service on the Board (the “Director Payment”), payable in equal quarterly installments, and prorated for partial years of service as set forth in Section 3.4, as applicable and (b) the Chair of each committee of the Board of Directors shall be paid an additional $20,000 annually for service as a committee Chair (the “Chair Payment,” and together with the Director Payment, the "Cash Payment”), payable in equal quarterly installments, and prorated for partial years of service as set forth in Section 3.4, as applicable.

3.3 Crediting of Share Units. On the Calculation Date, each Participant’s AC Account shall be credited with Share Units, provided that any Participant that becomes eligible for the Plan after January 1 in a particular year, shall be credited Share Units in accordance with Section 3.4. The value of such Share Units for 2013 shall be $200,000 and may be adjusted in subsequent years by the Board of Directors (the “Dollar Amount”). The number of Share Units credited to each Participant shall be determined by dividing the Dollar Amount by the average of the high and low price of Stock on the New York Stock Exchange Composite Transactions listing on the Calculation Date.

3.4 New Directors/Committee Chairs Appointed or Elected During the Year.

(a) With respect to the Director Payment, if a Participant becomes eligible for the Plan after January 1 in a particular year, the Director Payment shall be prorated for the number of regularly-scheduled Board meetings remaining in the year (which shall include the meeting at which the Director was appointed or elected, if such meeting is a regularly-scheduled meeting), as illustrated in the table below. Such Director Payment shall be payable in equal installments in accordance with the payment schedule set forth in Section 3.2.

With respect to the Chair Payment, if a Participant becomes the Chair of a committee of the Board after January 1, the Chair Payment shall be prorated for the number of regularly-scheduled Board meetings remaining in the year (which shall include the meeting at which the Director was appointed chair, if such meeting is a regularly-scheduled meeting), as illustrated in the table below. For the avoidance of doubt, an outgoing committee Chair shall receive a prorated Chair fee for the number of regularly-scheduled meetings at which the Director served as Chair of such committee.

4

Meeting at which Director is Appointed or Elected / Appointed Chair	Percentage of applicable Cash Payment to be paid
Meeting #1	100%
Meeting #2	80%
Meeting #3	60%
Meeting #4	40%
Meeting #5	20%

(b) If a Participant becomes eligible for the Plan after January 1 in a particular year, his or her AC Account shall be credited with Share Units equal to the number of Share Units calculated on the Calculation Date for the year pursuant to Section 3.3, prorated for the number of regularly-scheduled Board meetings remaining in the year (which shall include the meeting at which the Director was appointed or elected, if such meeting is a regularly-scheduled meeting). Such Share Units shall be posted to a new Participant’s AC Account as of the date such Participant becomes eligible for the Plan, provided that if such date is prior to the Calculation Date, then the Share Units shall be posted on the Calculation Date.

For purposes of illustration, if there are five regularly-scheduled Board meetings, Share Units shall be prorated using the schedule below:

Meeting at which Director is Elected	Percentage of Share Units credited
Meeting #1	100%
Meeting #2	80%
Meeting #3	60%
Meeting #4	40%
Meeting #5	20%

ARTICLE IV

DC ACCOUNTS; ELIGIBLE COMPENSATION; ELECTIONS TO DEFER

4.1 Establishment of DC Accounts. The Company shall establish a DC Account for each Participant. Such DC Account shall be a bookkeeping entry only and no Stock or other assets shall be placed in the Participant’s name. All eligible compensation, as described in Section 4.2, that a Participant elects to defer in accordance with this Article IV shall be credited to that Participant’s DC Account in the manner set forth in this Article IV. In addition, on December 31 of each year, all compensation credited to a Participant’s AC Account pursuant to Section 3.3 automatically shall be transferred to that Participant’s DC Account.

5

4.2 Eligible Compensation. A Participant may elect to defer all or a specified percentage (from 10% - 100%) of the annual Cash Payment (including the Director Payment and/or the Chair Payment) receivable by such Director under the Plan. No other compensation or expense reimbursement shall be eligible for voluntary deferral.

4.3 Elections to Defer. Participants must elect to defer eligible Cash Payments under the following provisions. Elections shall be in writing on forms or via electronic format as determined by the Secretary of the Company. The election shall specify the applicable percentage to be deferred.

(a) Annual Cash Payments. If a Participant wishes to defer all or a portion of his or her annual Cash Payment, he or she must elect a percentage to defer, from 10% - 100%, no later than December 31 prior to the beginning of the year for which the Cash Payment is earned. This election is irrevocable for all amounts paid for the calendar year.

(b) New Directors. A new Director appointed or elected to the Board during the calendar year shall not be eligible to defer the Cash Payment that is payable through the end of that first calendar year of service.

(c) Duration of Elections. If an election is made to defer with respect to the annual Cash Payment, the election shall continue in effect until the end of the Participant’s service as a Director or until the end of the calendar year during which the Director gives the Company written notice of the discontinuance of the election. Such a notice of discontinuance shall operate prospectively from the first day of the calendar year following the giving of notice. An election with respect to the Cash Payment becomes irrevocable as of December 31 of the year prior to the year the Cash Payment is earned.

4.4 Elections and Forms of Payment.

(a) Forms of Payment. All payments under the Plan shall be in cash. A Participant may elect to receive payments in a single lump sum or in a series of annual installments (not to exceed five). If a Participant fails to make an election in accordance with this Section 4.4, the balance in the Participant’s DC Account upon the Participant’s termination of service with the Company shall be paid in the form of a lump sum, unless otherwise provided in this Section 4.4. In the event of death or a Change in Control, all payments shall be made in the form of a lump sum payment.

(b) Payment Distribution Election Under Prior Plans. All elections made under the Prior Plans regarding the form of payment distribution for

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compensation awarded to a Participant prior to the Effective Date cannot be changed with respect to such compensation. Any elections made under the Prior Plans also shall apply to all compensation awarded under the Plan, unless the Participant makes a new form of payment distribution election in accordance with Section 4.4(c).

(c) Payment Distribution Election Under the Plan. A Participant may make a different election for future compensation under the Plan. An individual who becomes a Director during the calendar year must make an initial election within 30 days of his or her appointment or election to the Board. Once a Participant makes an election under the Plan, it shall apply to all future compensation awarded to the Participant under the Plan unless a new election is made by December 31 of the year prior to the time the compensation is paid.

4.5 Deferral of Cash Payments; Crediting of Share Units. If a Participant has elected to defer the Cash Payment (or any portion thereof) pursuant to Section 4.3, the amount elected shall be added to the Share Units awarded to such Participant pursuant to Section 3.3 on the Calculation Date and credited to the Participant’s DC Account. Such amount shall be converted on the Calculation Date to a number of Share Units equal to the number of shares of Stock that theoretically could have been purchased on such date with such amount, using the average share price on the New York Stock Exchange Composite Transactions listing on such date, or if such date is not a trading day, on the next trading day.

ARTICLE V

ADJUSTMENTS TO ACCOUNTS

5.1 Hypothetical Dividends. As of each date on which dividends on the Stock are payable to shareowners of the Company, each Participant’s AC Account and DC Account shall be credited with the value of the dividends that would be payable on Share Units in such accounts if they were shares of Stock (not taking into account the record date). These hypothetical dividends shall be converted to Share Units using the average of the high and low price of Stock on the New York Stock Exchange Composite Transactions listing on the dividend payment date or if such date is not a trading day, on the trading day preceding the dividend payment date.

 5.2 Stock Split; Stock Dividend. Each Participant’s AC Account and DC Account shall be credited on the date of any stock split or stock dividend, with the number of Share Units necessary for an equitable adjustment.

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ARTICLE VI

PAYMENT OF PLAN ACCOUNTS

6.1 Permitted Payment Events. Payment of accounts under the Plan shall not be made except following death, disability, termination of service from the Board, or upon a Change in Control. Payments shall not be accelerated, except as permitted by Section 409A of the Code and the regulations thereunder.

6.2 Payment of Account Balance. Upon a Participant’s separation of service as a Director of the Company, all Share Units in the Participant’s AC Account that have been earned for such year, as calculated pursuant to Section 6.4, shall be transferred to that Participant’s DC Account.

(a) Lump Sum Payment. Except in the case of death, the value of the Participant’s DC Account shall be paid on the Payment Date. In the event of a Participant’s death, the value of the Participant’s DC Account shall be paid to the Participant’s Beneficiary as soon as possible, but no later than 60 days following the date of death.

(b) Installment Payments Election. If the Participant has elected to receive payment of the Participant’s DC Account balance in the form of annual installments in accordance with Section 4.4, the amount of each such payment shall be computed as provided in this Section 6.2(b). The amount of the first payment shall be a fraction of the balance in the Participant’s DC Account as of December 31 of the year preceding such payment, the numerator of which is one and the denominator of which is the total number of installments elected. The amount of each subsequent payment shall be a fraction of the balance in the Participant’s DC Account as of December 31 of the year preceding each subsequent payment, the numerator of which is one and the denominator of which is the total number of installments elected minus the number of installments previously paid.

6.3 Valuation of Account Balance. Except in the case of a Director’s separation of service from the Company due to death or a Change in Control, the balance in the Participant’s DC Account in Share Units shall be valued in an amount equal to the number of Share Units in the Participant’s DC Account multiplied by the average of the high and low market prices at which a share of Stock shall have been sold on the Valuation Date, as reported on the New York Stock Exchange Composite Transactions listing. In the event of separation due to death or a Director or a Change in Control, the value of the balance of Share Units in the Participant’s DC Account shall be calculated in the same manner as set forth above in this Section 6.3, except that the Valuation Date for such purposes shall be the date of death of the Director or the date of the Change in Control, as the case may be.

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6.4 Separation During the Year; Proration of Annual Compensation. In the event of a Director’s separation of service from the Company during the calendar year, the quarterly Cash Payment shall be retained for any portion of a calendar quarter during which such Participant served as a Director.

In the event of a Director’s separation of service from the Company during the calendar year, the Share Units attributable to each such period shall be prorated for the number of regularly-scheduled Board meetings that took place in the year prior to the separation from of service, as illustrated in the table below. Any Share Units that have been credited to the Participant’s AC Account due to dividends paid to shareowners of the Company during the Participant’s period of service during that year shall be added.

For purposes of illustration, if there are five regularly-scheduled Board meetings, Share Units shall be prorated using the schedule below:

Meetings Prior to Director’s Separation	Percentage of Share Units Retained
1 Meeting	20%
2 Meetings	40%
3 Meetings	60%
4 Meetings	80%
5 Meetings	100%

6.5 Unforseeable Emergency. A Participant shall be permitted to elect a distribution from his or her DC Account prior to the date the DC Accounts were to be distributed, subject to the following restrictions:

(a) the election to take a distribution due to an Unforeseeable Emergency shall be made by requesting such a distribution in writing to the Committee, including the amount requested and a description of the need for the distribution;

(b) the Committee shall make a determination, in its sole discretion, that the requested distribution is on account of an Unforseeable Emergency; and

(c) the Unforseeable Emergency cannot be relieved (i) through reimbursement or compensation by insurance or otherwise, (ii) by liquidation of the Participant's assets, to the extent the liquidation of assets would not itself cause severe financial hardship, or (iii) by cessation of deferrals under this Plan.

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The amount determined by the Committee as distributable due to an Unforeseeable Emergency shall be paid within 30 days after the request for the distribution is approved by the Committee.

ARTICLE VII

ADMINISTRATION AND MISCELLANEOUS PROVISIONS

7.1 Administration of the Plan. The Committee shall oversee the administration of the Plan. The Committee has the exclusive responsibility and complete discretionary authority to control the operation and administration of the Plan, with all powers necessary to enable it to properly carry out such responsibility, including but not limited to the power to construe the terms of the Plan, to determine status, coverage and eligibility for benefits and to resolve all interpretive, equitable, and other questions, including questions of fact, that shall arise in the operation and administration of the Plan. The Plan shall be interpreted consistently with the provisions of Section 409A of the Code. All actions or determinations of the Committee shall be final, conclusive and binding on all persons.

7.2 Amendment and Termination of the Plan. The Board may amend, modify, suspend or terminate the Plan in whole or in part, except that no amendment, modification, suspension or termination may retroactively adversely affect any Participant’s right to a benefit which has been earned under the Plan before such date.

7.3 Controlling Law. This Plan shall be subject to the laws of the State of Georgia, and the parties agree that all disputes arising from or related to this Plan shall be litigated in the state or federal courts located in Fulton County, Georgia. The parties agree that such courts shall be the exclusive forum for such disputes and hereby submit to the jurisdiction and venue of such courts for the litigation of all such disputes. The parties hereby waive any claims of improper venue or lack of personal or subject matter jurisdiction as to any such disputes.

7.4 Limitation of Responsibility. Neither the establishment of this Plan nor any modification thereof, nor the creation of any AC Account or DC Account, nor the payment of any benefits, shall be construed as giving to any Participant or other person any legal or equitable right against the Company, or its subsidiaries, or any officer or employee thereof; and in no event shall the terms of any Director’s Board appointment be modified or in any way affected thereby.

7.5 Unsecured General Creditor. Participants and their Beneficiaries, heirs, successors, and assigns shall have no legal or equitable rights, claims, or interest in any specific property or assets of the Company. No assets of the

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Company shall be held in any way as collateral security for the fulfilling of the obligations of the Company under this Plan. The Company's obligation under the Plan shall be merely that of an unfunded and unsecured promise of the Company to pay money in the future, and the rights of the Participants and Beneficiaries shall be no greater than those of unsecured general creditors. Nothing contained in this Plan, and no actions taken pursuant to the provisions of this Plan shall create or be construed to create a trust or any kind of fiduciary relationship between the Company and any Participant, Beneficiary, or any other person.

7.6 Taxes. Federal, state, FICA/Medicare and all other taxes shall be solely the responsibility of the Participant. The Company will report all payments as required by the Internal Revenue Code or other tax regulations and withhold any applicable taxes where required.

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EX-10.57.2

Beverage Services Limited

Exhibit 10.57.2

14^th November 2012

BEVERAGE SERVICES LIMITED

and

JAMES ROBERT QUINCEY

SERVICE AGREEMENT

Beverage Services Limited,

Incorporated in England & Wales 2072395

Registered Office As Above

Exhibit 10.57.2

AGREEMENT made on ___, November 2012

BETWEEN:

A. BEVERAGE SERVICES LIMITED a company incorporated in England and Wales with registered number 2072395, whose registered office is at 1 Queen Caroline Street, Hammersmith, London, W6 9HQ (the "Company"); and

B. JAMES ROBERT QUINCEY of Whiteacre, 9 Chargate Close, Hersham, Surrey KT12 5DW (the "Executive")

IT IS AGREED as follows:

1. INTERPRETATION

1.1 In this Agreement:

1.1.1 "associate" means a body corporate:

(A) which for the time being is a parent undertaking of the Company or a subsidiary of the Company or of such a parent undertaking; or

(B) in whose equity share capital for the time being an interest of 20 per cent or more is held directly or indirectly (through another body corporate or other bodies corporate or otherwise) by a parent undertaking of the Company or by a subsidiary (including the Company) of such a parent undertaking or by a combination of two or more such parent undertakings or subsidiaries;

1.1.2 "Board" means the Board of Directors of The Coca-Cola Company from time to time and includes any person or committee duly authorised by the Board of Directors to act on its behalf for the purposes of this Agreement;

1.1.3 "Commencement Date" shall mean 1 January 2013;

1.1.4 "Compensation Committee" means the Compensation Committee of the Board from time to time;

1.1.5 "Confidential Information" means all and any information, whether or not recorded and whether in hard or electronic form, of the Company or of any associate of the Company which the Executive (or, where the context so requires, another person) has obtained by virtue of his employment or engagement and which the Company or any associate of the Company regards as confidential and/or otherwise valuable to The Coca-Cola Company and/or any associate or in respect of which the Company or any associate of the Company is bound by an obligation of confidence to a third party, including:

(A) all and any information relating to business methods, corporate plans, future business strategy, management systems, finances (including financial data and financial plans), and maturing new business opportunities;

(B) all and any information relating to research and/or development projects and/or product plans;

(C) all and any information concerning the curriculum vitae, remuneration details, work-related experience, attributes and other personal information concerning those employed or engaged by the Company or any associate of the Company;

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(D) all and any information relating to marketing or sales of any past present or future product or service of the Company or any associate of the Company including sales targets and statistics, market share and pricing statistics, marketing surveys and strategies, marketing research reports, sales techniques, price lists, mark-ups, discounts, rebates, tenders, advertising and promotional material, credit and payment policies and procedures, and lists and details of customers, prospective customers, suppliers and prospective suppliers including their identities, business requirements and contractual negotiations and arrangements with the Company or any associate of the Company;

(E) all and any trade secrets, secret formulae, processes, inventions, design, patterns, compilations or programs, devices, methods, techniques, drawings or processes, know-how, technical specification and other technical information in relation to the creation, production or supply of any past, present or future product or service of the Company or any associate of the Company, including all and any information relating to the working of any product, process, invention, improvement or development carried on or used by the Company or any associate of the Company and information concerning the intellectual property portfolio and strategy of the Company or of any associate of the Company; and

(F) any inside information (as defined in section 118C of the Financial Services and Markets Act 2000)

but excluding any information which:

(i)    is part of the Executive's own stock in trade;

(ii) is readily ascertainable to persons not connected with the Company or any associate of the Company without significant expenditure of labour, skill or money; or

(iii) which becomes available to the public generally other than by reason of a breach by the Executive of his obligations under this Agreement;

1.1.6 "subsidiary" means subsidiary undertaking, and "subsidiary undertaking", "parent undertaking" and "equity share capital" shall have the respective meanings attributed to them by sections 1162 and 548 of the Companies Act 2006; and

1.1.7 "Termination Date" means the date on which the employment of the Executive by the Company terminates save pursuant to an assignment by the Company pursuant to clause 24 in which case it shall mean the date on which his employment with such assignee shall terminate;

1.2 In this Agreement, unless otherwise stated, a reference to the employment of the Executive is to his employment by the Company under this Agreement and shall include any period of garden leave pursuant to clause 18 or suspension pursuant to sub‑clause 17.3.

1.3 In this Agreement, unless the context otherwise requires:

1.3.1 any reference to this Agreement includes the Schedules to it each of which forms part of this Agreement for all purposes;

1.3.2 references to "includes" or "including" shall mean "includes without limitation" or "including without limitation";

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1.3.3 words in the singular shall include the plural and vice versa, and a reference to any gender includes a reference to all genders or, where appropriate, is to be read as a reference to the opposite gender;

1.3.4 a reference to a person shall include a reference to a firm, a body corporate, an unincorporated association or a partnership;

1.3.5 a reference to a statute or statutory provision shall include a reference to any subordinate legislation made under the relevant statute or statutory provision and, except where expressly stated otherwise, is a reference to that statute, provision or subordinate legislation as from time to time amended, consolidated, modified, re‑enacted or replaced.

2. APPOINTMENT AND TERM

2.1 The Executive shall, with effect on and from the Commencement Date, be employed by the Company in the role of President, Europe Group or in such other executive capacity of similar status suitable to the skills of the Executive as the Board may from time to time reasonably require. The Grade for this position is 21. The Executive shall report to the President, Coca-Cola International or such other person or body as the Board may from time to time determine. From the date of this Agreement until the Commencement Date, the Executive shall continue to discharge his duties in his current role as Group Business Unit President, North West Europe and Nordics.

2.2 The Executive's employment shall continue, subject to the terms of this Agreement, until determined by either party giving to the other not less than 3 months' written notice to expire at any time.

3. DUTIES AND POWERS

3.1 The Executive shall comply with his fiduciary and legal duties during the continuance of his employment and, in particular, shall:

3.1.1 faithfully and diligently perform:

(A) the usual duties associated with his role; and

(B) such other duties as may from time to time be assigned to him by the Board, whether those duties relate to the business or interests of the Company or to the business or interests of any associate of the Company (and such duties may include holding any office and/or other appointment in or on behalf of any associate of the Company or any other company for as long as the Company requires);

3.1.2 familiarise himself with and in all respects comply with:

(A) all and any lawful and reasonable directions given by or under the authority of the Board; and

(B) all relevant policies, rules and regulations of the Company and associates of the Company from time to time in force (including The Coca-Cola Company Code of Business Conduct); and

(C) all laws, codes of conduct, rules and regulations relevant to the Company or to any associate of the Company;

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3.1.3 use his best endeavours to promote the success of the Company and, save where there is any conflict with the success of the Company, the success of all associates of the Company;

3.1.4 keep the Board promptly and fully informed (in writing if so requested by the Board) of his conduct of the business, finances or affairs of the Company and of any associate of the Company and provide such explanations as the Board may require;

3.1.5 promptly disclose to the Board full details of any knowledge or suspicion he has that any employee or officer (including the Executive himself) of the Company or any associate of the Company has or plans to commit any serious wrongdoing or serious breach of duty or other act which might materially damage the interests of the Company or its associates or plans to leave their employment and/or to join or establish a business in competition with the Company or any of its associates (including details of any steps taken to implement any such plan); and

3.1.6 save where on authorised leave (for holiday or sickness or injury or other reason) and save as modified by the provisions of this Agreement where the Executive is placed on garden leave or suspended, devote the whole of his time, attention and ability during his agreed hours of work to the performance of his duties under this Agreement.

3.2 The nature of the Executive's job is such that his working time is not measured or predetermined. The agreed hours of work of the Executive shall be normal business hours and such other hours as may be required for the proper performance of his duties under this Agreement.

3.3 The Executive shall perform his duties principally at the head office of the Company or at such place or places in the United Kingdom or elsewhere in the EU as the Board may from time to time determine. If business demands, the Executive may be required to transfer to another place of work in the EU whether on a temporary or permanent basis. Extensive global travel will be required as part of the Executive's role.

4. SALARY

4.1 During the continuance of his employment the Executive shall be entitled to a salary at the rate of GBP £300,521 per annum (or such higher rate as the Compensation Committee may from time to time determine and confirm in writing to the Executive). The Compensation Committee shall review the Executive's salary at least once in each twelve months save after notice of termination of this Agreement has been served by either party, but shall not be obliged to make any increase in the salary. Salary reviews normally take place around 1 April each year. The Executive's first salary review will occur in February 2013, with any changes to take effect from 1 April 2013.

4.2 The Executive's salary shall accrue from day to day and be payable by equal monthly instalments in arrears on or about 26^th of each month and shall be inclusive of any other sums receivable as directors' fees or other remuneration to which he may be or become entitled as the holder of offices or appointments in or on behalf of the Company or of any of its associates.

4.3 In addition to his salary, the Executive shall be eligible to participate in the annual Performance Incentive Plan and The Coca-Cola Company's Long-Term Incentive Program, subject to and in accordance with the rules of such arrangements from time to time, details of which are available on application to the HR Department, on such terms and at such level as the Compensation Committee may from time to time determine. In relation to both of these schemes:

4.3.1 The operation of these schemes is discretionary and the form, timing, frequency and size of any awards under these schemes and the distribution between stock options and Performance Share Units under the Long-Term Incentive Program are variable.

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4.3.2 The Compensation Committee reserves the right at any time before or during the relevant incentive year to amend the terms of or terminate these schemes and/or to alter the level of the Executive's participation therein without reference to or agreement from the Executive. The Executive acknowledges that during the course of his employment and on its termination he has no right to receive an annual Performance Incentive and/or a Long-Term Incentive award and that the Compensation Committee is under no obligation to operate any such arrangements and that he will not acquire such a right, nor shall the Compensation Committee come under such an obligation, merely by virtue of the Executive's having received one or more payment(s) or award(s) or the Compensation Committee's having operated one or more scheme(s) during the course of the Executive's employment.

4.3.3 Any alleged loss of any anticipated benefit under one or more of these scheme(s) shall be disregarded for the purpose of calculating any claim by the Executive arising out of or in connection with the termination of his employment.

4.4 The Executive shall be eligible to participate in the Employee Share Plan, subject to and in accordance with the rules of those schemes from time to time.

5. PENSION, INSURANCE AND OTHER BENEFITS

5.1 The Executive shall be eligible during the continuance of his employment to remain a member of the Company's UK Stakeholder Pension Plan, particulars of which have already been given to him. Membership of the pension scheme will entitle the Executive to benefits subject to the rules of the Scheme as varied from time to time, and in particular (without limitation) subject to the powers of amendment and/or discontinuance contained in those rules.

5.2 No contracting out certificate is in force in respect of the employment of the Executive.

5.3 The Executive may become and during the continuance of his employment remain a member of such private medical insurance scheme as the Company may from time to time in its absolute discretion operate, membership being subject to the rules of the Company's scheme (as varied from time to time), details of which are available from the HR Department.

5.4 The Executive may become and during the continuance of his employment remain a member of such Life Assurance scheme as the Company may from time to time in its absolute discretion operate, membership being subject to the rules of the Company's scheme (as varied from time to time) details of which are available from the HR Department. Nothing in this Agreement shall prevent the Company from terminating the Executive's employment for any reason whatsoever even where the effect of termination is to prejudice, prevent or terminate an actual or prospective claim under the scheme.

5.5 In the event that the Executive claims under any insurance scheme referred to in sub-clauses 5.3 or 5.4 and such claim is rejected by the insurer, the Company shall not be obliged to issue proceedings in relation to such claim but in the event that it does so on the Executive's request the Executive shall indemnify the Company against all costs, expenses and other liabilities arising out of such proceedings.

5.6 The Executive shall be eligible to participate in the Company's Financial Planning and Counselling program from time to time, which provides reimbursement of designated financial planning and counselling services up to a maximum of $10,000 per annum, subject to lawfully required deductions.

5.7 The Executive shall be eligible for reimbursement of the cost of membership of a club such as a health, racquet, golf or social club membership for himself and his immediate family. The

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reimbursement shall cover the cost of joining fees and annual subscription fees for one club membership per calendar year but no additional fees and shall be subject to the rules of the scheme from time to time.

5.8 As part of the senior management team of the Company, the Executive shall be required to maintain share ownership pursuant to the Company's share ownership guidelines at a level equal to four times his base salary. The Executive shall have until 31 December 2016 to increase his current ownership level to meet the required share ownership level.

6. CAR

6.1 During the continuance of the Executive's employment the Company shall provide the Executive with a non-pensionable, taxable car allowance of £15,000 per annum paid in twelve equal instalments at the same time and in the same manner as the instalment of the Executive's salary. The Executive is required to provide his own car for use on Company business and to ensure that it is of a suitable type and age and is appropriately maintained, taxed, repaired, cleaned and insured for use on Company business. Apart from the payment of the car allowance, the Company shall have no liability in respect of the car used by the Executive.

6.2 During the continuance of the Executive's employment the Company shall provide the Executive with a car parking facility. Should he elect not to take advantage of this facility, the Executive shall be entitled to receive a non-pensionable taxable green allowance of £3,000 per annum.

7. CHANGE IN BENEFITS

The Compensation Committeemay at any time and in its absolute discretion provide in place of any of the remuneration or benefits provided for by sub‑clause 4.3 and clauses 5 and 6 other remuneration or benefits, provided that in the reasonable opinion of the Compensation Committee the total value of remuneration and benefits including those so substituted shall, when taken overall, be not less advantageous to the Executive than the total value before substitution.

8. EXPENSES, GRATUITIES AND DEDUCTIONS

8.1 The Company shall reimburse the Executive all expenses properly incurred by him in the performance of his duties under this Agreement, provided that the Executive claims these in accordance with the Company's expenses reporting procedure in force from time to time. The Executive shall, provide the Company with receipts or other evidence of the payment of such expenses in accordance with the Company's expense reporting procedure in force from time to time.

8.2 The Executive shall not during the continuance of his employment seek or (unless fully disclosed to and approved in advance by the Compensation Committee) accept from any actual or prospective customer, contractor or supplier of the Company or of any associate of the Company any gift, gratuity or benefit of more than a trivial value or any hospitality otherwise than properly in the performance of his duties to the Company and of a kind and value not lavish, extravagant or inappropriate.

8.3 The Executive hereby agrees that at any time during the continuance of his employment under this Agreement and on termination of his employment the Company shall be entitled to deduct from any sums due to the Executive (including salary, pay in lieu of notice, bonus, holiday pay or sick pay) any outstanding monies then owed by the Executive to the Company, including all outstanding loans or advances of salary made by the Company to the Executive (and any interest), any expense floats, any pay received for holiday taken in excess of the Executive's accrued holiday entitlement under clause 9 and any sums paid on behalf of the Executive by the Company which have not been incurred by the Executive in the proper performance of his duties.

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9. HOLIDAYS

9.1 In addition to English public holidays and a discretionary additional President's Day, the Executive shall be entitled to 30 days' holiday in each holiday year of the Company running from 1 January to 31 December, to be taken at such times as may be approved by his line manager (and Regulations 15(1) to 15(4) of the Working Time Regulations 1998 concerning the arrangements for taking holiday are hereby excluded). Holidays may not be carried forward from one year to the next without the express permission of his line manager.

9.2 Upon termination of this Agreement for whatever reason the Executive shall be entitled to payment in lieu of such of his holiday entitlement as has accrued (on a pro rata basis) in the holiday year in which the Termination Date falls but has not been taken or, if appropriate, the Executive shall repay to the Company any salary received in respect of holiday taken prior to the Termination Date in excess of his accrued entitlement. In either case the payment shall be calculated by multiplying the unused or excess entitlement (as the case may be) taken to the nearest whole day by 1/260 of the Executive's salary at that time.

10. SICKNESS AND INJURY

10.1 If the Executive is absent from work as a result of sickness or injury he must comply with the Company's Sickness and Absence policy which can be obtained from the HR Department. Details of the Executive's eligibility to receive sick pay in respect of any period of absence are contained in the Sickness and Absence policy from time to time.

10.2 The Executive agrees that he shall at the expense of the Company and if reasonably directed to do so by the Board at any time undergo a medical examination by a medical practitioner nominated by the Company and shall authorise (and does hereby authorise) such medical practitioner to disclose to the Company and provide (for the Company to retain) a copy of any medical report, diagnosis or prognosis made or produced in relation to any such medical examination. The Executive further agrees that he shall authorise the medical practitioner and the Company to discuss together any matters arising from such medical report, diagnosis or prognosis to the extent relevant to the Executive's employment or his performance of his duties.

11. INTERESTS IN OTHER BUSINESSES

11.1 Save with the prior written consent of his line manager, the Executive shall not during the continuance of his employment be engaged or interested (except as the holder for investment of up to 3% of any class of securities which are quoted or dealt in on a recognised investment exchange and which are not the securities of any company which competes or proposes to compete with the business of the Company or any of its associates) nor make preparations to be engaged or interested either directly or indirectly in any business or occupation other than the business of the Company and its associates.

12. SHARE DEALINGS

12.1 The Executive shall at all times comply with every rule of law and every regulation of any applicable recognised investment exchange or regulatory authority in relation to any dealings in any shares or their securities in any company and in relation to inside information, including the UK legislation in relation to market abuse and the criminal offence of insider dealing.

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13. INTELLECTUAL PROPERTY

13.1 If during his employment under this Agreement the Executive in the course of his normal duties or other duties specifically assigned to him (whether or not during normal working hours) either alone or in conjunction with any other person:

13.1.1 makes, discovers or produces any invention, process, improvement or development ("Inventions"); and/or

13.1.2 originates any design, trade mark, logo, know how, database (in each case whether registerable or not) or other work ("Works")

in which patent, copyright, design right, registered design, trade mark right, database right or right in passing off or other intellectual property right protection ("Intellectual Property Rights") may subsist then he shall forthwith disclose the same to the Company and shall regard himself in relation thereto as a trustee for the Company.

13.2 The Executive hereby assigns wholly and absolutely with full title guarantee including the right to sue for damages for past infringements to the Company, by way of future assignment, the copyright and future copyright, for the full term thereof throughout the world including any extensions or renewals arising in respect of all Works originated, conceived or created by the Executive in the course of his normal duties or other duties specifically assigned to him (whether or not during normal working hours) either alone or in conjunction with any other person; and the Executive waives his moral rights, if any, arising in respect of such Works.

13.3 Any Inventions made discovered or produced by the Executive in the course of his normal duties or other duties specifically assigned to him (whether or not during normal working hours) either alone or in conjunction with any other person shall be the absolute property of the Company (except to the extent, if any, provided otherwise by section 39 of the Patents Act 1977) and the Executive shall, without additional payment, if and when required by the Company (whether during the continuance of his employment or afterwards) and at its expense, apply, or join with the Company in applying, for letters patent at the Company's expense, or other protection in any part of the world for any invention process or development.

13.4 The Executive agrees and undertakes that he shall execute such deeds or documents and do all such acts and things as may be necessary or desirable to substantiate and maintain the rights of the Company in respect of the matters referred to in sub‑clauses 13.1 to 13.3 (inclusive).

14. CONFIDENTIALITY

14.1 Save in the proper performance of his duties under this Agreement or if authorised to do so by the Board or ordered to do so by a court of competent jurisdiction or required to do so by any statutory or regulatory authority, the Executive shall not during his employment or afterwards directly or indirectly:

14.1.1 use for his own benefit or the benefit of any other person or to the detriment of the Company or any of its associates;

14.1.2 disclose to any person; or

14.1.3 through any failure to exercise all due care and diligence cause or permit any unauthorised disclosure of any Confidential Information.

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14.2 The Executive shall use his best endeavours during the continuance of his employment to prevent the publication, disclosure or misuse of any Confidential Information and shall not remove, nor authorise others to remove, from the premises of the Company or of any of its associates any records of Confidential Information except to the extent strictly necessary for the proper performance of his or the other person's duties to the Company or any of its associates.

14.3 The Executive shall promptly disclose to the Company full details of any knowledge or suspicion he has (whether during or after his employment) of any actual, threatened or pending publication, disclosure or misuse by any person (including the Executive himself) of any Confidential Information and shall provide all reasonable assistance and co-operation (at the Company’s expense) as the Company may request in connection with any action or proceedings it may take or contemplate in respect of any such publication, disclosure or misuse.

14.4 This clause 14 is without prejudice to the Executive's equitable duty of confidence.

14.5 Nothing in this Agreement shall preclude the Executive from making a protected disclosure in accordance with the provisions set out in the Employment Rights Act 1996.

15.PROTECTION OF INTERESTS OF COMPANY ETC.

15.1 The Executive's acknowledges that:

15.1.1 the services provided by him for the Company and/or any associate of the Company are of a special, unique, extraordinary and intellectual character and are performed on behalf of the Company and/or its associates throughout the world;

15.1.2 rendering those services necessarily requires the disclosure of Confidential Information to the Executive and will lead to the Executive developing a personal acquaintance and relationship with certain customers and prospective customers of the Company and/or its associates and a knowledge of those customers and prospective affairs and requirements;

15.1.3 such customers are located throughout the world

and for the purpose of protecting the interests of the Company and its subsidiaries and/or associates, the Executive shall be bound by the obligations and restrictions contained in Schedule 1 to this Agreement.

16. JOINT APPOINTMENT

16.1 The Company shall be entitled from time to time during the Executive's employment (including during the whole or part of any period of notice to terminate the Executive's employment served by either party or any period of absence from work) to appoint another person or persons to hold the same or similar job title and to act jointly with the Executive in the performance of his duties or (if the Executive is absent from work) carry out all or any of the Executive's duties instead of him.

17. TERMINATION

17.1 Either party shall be entitled to terminate the employment of the Executive by giving notice to the other in accordance with sub-clause 2.2.

17.2 Notwithstanding sub-clause 2.2 and without prejudice to its rights under the other provisions of this clause 17, the Company shall be entitled to terminate the employment of the Executive with immediate effect by giving summary notice (notwithstanding that the Company may have allowed any time to elapse or on a former occasion may not have exercised its rights under this sub-clause) if the Executive commits a repudiatory breach of this Agreement or if the Company reasonably considers that any of the events set out below occur or have occurred (whether or not such event would otherwise be a repudiatory breach):

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17.2.1 the Executive commits a serious or persistent breach of any term of this Agreement (including if the Executive neglects, fails or refuses to carry out any of the duties properly assigned to him under this Agreement);

17.2.2 the Executive is guilty of conduct (whether or not related to his employment or office) likely in the opinion of the Board to bring himself or the Company or any associate of the Company into disrepute;

17.2.3 the Executive commits any serious or persistent breach of The Coca-Cola Code of Business Conduct and/or the Competition Law Guide and/or the Company's equal opportunities and/or health and safety or similar policy in force from time to time.

17.3 In order to investigate a complaint against the Executive of misconduct and to allow the Company to carry out whatever investigations it deems appropriate, the Company may suspend the Executive on full pay and other contractual benefits and may, for the duration of the suspension, exercise the rights set out in sub-clauses 17.5.2, 17.5.3 and 18.1.3 - 18.1.5, as if the Executive was on garden leave.

17.4 During any period of suspension pursuant to sub‑clause 17.3, the Executive shall (for the avoidance of doubt) continue to be bound by the duties of fidelity and good faith, shall hold himself available during normal business hours (other than agreed holidays or authorised absence for sickness or injury or other authorised leave) to perform any duties that may be assigned to him (if any), and shall continue to comply with the terms of this Agreement including clauses 11 to 14 (inclusive).

17.5 On the Termination Date (for whatever reason and howsoever caused), or at the Company's request following the Executive having been placed on garden leave pursuant to sub-clause 18.1, the Executive shall promptly:

17.5.1 resign (if he has not already done so) from any and all offices and/or appointments held by him in or on behalf of the Company or any of its associates;

17.5.2 deliver up to the Company (to whomever the Board specifies), without destruction, deletion or redaction of any data or images, any and all originals, copies or extracts of:

(A) correspondence, documents (including lists of customers), laptops, computer drives, computer disks, other computer equipment (including leads and cables), tapes, mobile telephones, BlackBerry wireless devices (or similar equipment), credit cards, security passes, keys, car provided by the Company (which is to be returned in good condition allowing for fair wear and tear) and other tangible items, which are in his possession or under his control and which belong to or are leased or hired by the Company or any of its associates; and

(B) correspondence and documents (including lists of customers) in his possession or under his control which contain or refer to any Confidential Information; and

(C) minutes of meetings and other papers of any board of directors of the Company and/or any associate of the Company and/or any committees of such boards which are in his possession or under his control and provide to the Company full details of all then current passwords or other privacy or security measures used by the Executive in respect of any equipment required to be delivered up to the Company pursuant to sub-clause 17.5.2(A); and

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17.5.3 having forwarded a copy to the Company, irretrievably delete any and all Confidential Information from any laptops, computer drives, computer disks, tapes, mobile telephones, BlackBerry wireless devices (or similar equipment) or other re-usable material in the Executive's possession or under his control (but which do not belong to the Company or any of its associates).

The Executive shall produce such evidence of his compliance with sub-clauses 17.5.2 and 17.5.3 as the Company may reasonably require.

17.6 Any obligations of the Executive under this Agreement which are expressed to continue after the Termination Date shall continue in full force and effect notwithstanding the termination of his employment.

17.7 For the purposes of this sub-clause, the "Period" shall mean:

17.7.1 the unexpired portion of any prior notice of termination of the Executive's employment which has already been given by the Executive or the Company (as at the date of service of notice pursuant to this sub-clause); or

17.7.2 where no such prior notice has been given, the minimum period of notice of termination specified as to be given by the Company in sub‑clause 2.2.

The Company may, in its absolute discretion and without any obligation to do so,terminate the Executive's employment immediately by giving him written notice pursuant to this sub-clause together with payment of such sum as would have been payable by the Company to the Executive as gross salary (for the avoidance of doubt, excluding any bonus or inventive) in respect of the Period, calculated on the basis of the annual rate of salary applicable on the date notice under this sub-clause is given subject to sub-clause 17.8 and (less any deductions which the Company may be required to make including in respect of income tax and employee's National Insurance contributions).

17.8 Notwithstanding sub-clause 17.7, the Executive shall not be entitled to any payment pursuant to sub-clause 17.7 if the Company would otherwise have been entitled to terminate the employment of the Executive without notice in accordance with sub-clause 17.2. In the event that the Board reasonably considers that any of the events set out in sub-clause 17.2 has occurred (whether or not such event would otherwise be a repudiatory breach), the Executive shall repay to the Company forthwith on demand by the Company an amount equal to all payments made to the Executive pursuant to sub-clause 17.7.

18. GARDEN LEAVE

18.1 Notwithstanding the provisions of clause 3, at any time after notice has been served by either party pursuant to sub-clause 2.2 or if the Executive resigns without giving due notice and the Company does not accept his resignation, the Company may in its discretion place the Executive on garden leave on full salary and other contractual benefits. During any such garden leave period the Company shall not be obliged to provide any work for the Executive or to assign to or vest in the Executive any powers, duties or functions and may for all or part of such garden leave period:

18.1.1 exercise its rights under clause 16 and/or sub-clause 17.5 and require the Executive to take any and all accrued holiday at times agreed with the Company; and/or

18.1.2 announce externally and/or internally that the Executive has given or been given notice of termination of his employment and/or office(s) and been placed on garden leave and (where applicable) that a substitute has been appointed; and/or

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18.1.3 exclude the Executive from all or any premises of the Company or of any associate of the Company and require the Executive to abstain from engaging in any contact (whether or not initiated by him) which concerns any of the business affairs of the Company or any associate of the Company with any customer, client, supplier, other business connection, employee, director, officer, consultant and/or agent of the Company and/or any associate of the Company without the prior written consent of the Board; and/or

18.1.4 require the Executive to undertake at his home or at such place reasonably nominated by the Company such reasonable duties (which may differ from the Executive's normal duties) as the Company may at its discretion assign and to provide any reasonable assistance requested by the Company; and/or

18.1.5 suspend and/or limit the Executive’s access to the Company’s computer, e-mail, telephone, voicemail and/or other communication systems and/or databases.

18.2 During any garden leave period pursuant to sub-clause 18.1, the Executive shall:

18.2.1 (for the avoidance of doubt) continue to be bound by the duties of fidelity and good faith;

18.2.2 hold himself available during normal business hours (other than agreed holidays or authorised absence for sickness or injury or other authorised leave) to perform such duties as may be assigned to him, if any, and in the event that he fails to make himself available for duties assigned to him, he shall (notwithstanding any other provision of this Agreement) forfeit his right to salary and contractual benefits in respect of such period of non-availability; and

18.2.3 continue to comply with the terms of this Agreement including clauses 11 to 14 (inclusive).

19. DISCIPLINE AND GRIEVANCES

19.1 A copy of the Company's disciplinary rules and disciplinary and dismissal and grievance procedures for the time being in force can be obtained from the HR Department. These rules and procedures are not contractually binding on the Company.

20. ADDITIONAL PARTICULARS

20.1 The following additional particulars are given for the purposes of the Employment Rights Act 1996:

20.1.1 the Executive's period of continuous employment with the Company began on 30 September 1996;

20.1.2 except as otherwise provided by this Agreement, there are no terms or conditions of employment relating to hours of work or to normal working hours or to entitlement to holidays (including public holidays) or holiday pay or to incapacity for work due to sickness or injury or to pensions or pension schemes or requiring the Executive to work outside the United Kingdom for a period of more than one month;

20.1.3 there are no collective agreements which directly affect the terms or conditions of the Executive's employment.

21. ENTIRE AGREEMENT AND SEVERABILITY

21.1 Each of the Executive and the Company confirms that this Agreement together with the policies, codes and procedures applicable in respect of the Executive's employment, represents the entire

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understanding, and constitutes the whole agreement, in relation to its subject matter (save only for any terms implied at law or by custom) and supersedes any previous agreement between the parties with respect thereto (which shall be deemed to have been terminated by mutual consent).

21.2 In the event that any part (including any sub‑clause or part thereof) of this Agreement shall be void or unenforceable by reason of any applicable law, it shall be deleted and the remaining parts of this Agreement shall continue in full force and effect and, if necessary, both parties shall use their best endeavours to agree any amendments to the Agreement necessary to give effect to the spirit of this Agreement.

22. VARIATION AND WAIVER

22.1 No variation of this Agreement shall be effective unless it is evidenced in writing (excluding e-mail) by the Company. No waiver by the Company or any of its associates of any term, provision or condition of this Agreement or of any breach by the Executive of any term, provision or condition of this Agreement shall be effective unless it is in writing (excluding e-mail) and signed by the Company.

22.2 No failure to exercise nor any delay in exercising any right or remedy hereunder by the Company or any of its associates shall operate as a waiver thereof or of any other right or remedy hereunder, nor shall any single or partial exercise of any right or remedy by the Company or any of its associates prevent any further or other exercise thereof or the exercise of any other right or remedy.

23. THIRD PARTY RIGHTS

No term of this Agreement is enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party to this Agreement.

24. ASSIGNMENT

24.1 In addition to the Company's rights pursuant to sub‑clause 1.13 of Schedule 1, the Executive hereby agrees irrevocably that the Company may forthwith on written notice to the Executive assign its rights and transfer (whether by novation or otherwise) or delegate its obligations under this Agreement to any associate of the Company from time to time, and that the Executive shall execute all documents and do all things necessary to effect such assignment or transfer, and any reference to the Company in this Agreement shall thereafter be a reference to any such company. The Executive shall not assign or otherwise seek to transfer or delegate his rights and/or obligations under this Agreement to any other person.

25. DATA PROTECTION

25.1 From time to time the Company will process personal data and sensitive personal data (as each term is defined in the Data Protection Act 1998) relating to the Executive in order to fulfil the obligations of the Company to the Executive under this Agreement and for other purposes relating to or which may become related to the Executive's employment or the business of the Company. Such processing will principally be for, but will not be limited to, personnel, administrative, financial, regulatory or payroll purposes (including for the purposes of arranging share option or other incentive scheme participation, pension arrangements, life assurance, and any other insurance arrangements provided to the Executive by the Company or by any associate of the Company).

25.2 The Executive agrees that personal data and sensitive personal data relating to him may, for the purposes set out in sub-clause 25.1 and to the extent that is reasonably necessary in connection

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with the Executive's employment or the business of the Company, be collected, retained and processed by the Company and be disclosed or transferred to and processed by:

25.2.1 the Company's professional advisors, HM Revenue & Customs or other authorities, or (subject to appropriate confidentiality undertakings) prospective purchasers of the Company or of the whole or part of its business; and

25.2.2 entities which provide benefits or services to employees of the Company or the Company; and

25.2.3 any associate of the Company and the employees of such associate.

25.3 The Executive's consent to the transfer and disclosure of personal data and sensitive personal data shall apply regardless of the country to which the data is to be transferred. Where data is transferred outside of the European Economic Area, the Company shall take reasonable steps to ensure an adequate level of protection for the personal data and sensitive personal data concerned.

26. TELEPHONE AND COMPUTER/E‑MAIL AND INTERNET USE

26.1 The Executive shall comply with the Company's policies for the time being in force concerning use of the Company's telephone and computer (including e‑mail and Internet) facilities. The Company reserves the right to carry out ad hoc or routine monitoring of, and to keep records of, telephone and e‑mail communications made, Internet sites accessed and data and images stored using the Company's facilities (including use for personal reasons) for any of the purposes set out in the Telecommunications (Lawful Business Practice) (Interception of Communications) Regulations 2000.

27. GOVERNING LAW

27.1 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter, existence, negotiation, validity, termination or enforceability (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law.

27.2 Each party irrevocably agrees that the Courts of England shall have exclusive jurisdiction in relation to any dispute or claim arising out of or in connection with this Agreement or its subject matter, existence, negotiation, validity, termination or enforceability (including non-contractual disputes or claims).

[remainder of page intentionally left blank]

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28. COUNTERPARTS

This Agreement may be executed in any number of counterparts each in the like form, all of which taken together shall constitute one and the same document and any party may execute this Agreement by signing and dating any one or more of such counterparts.

IN WITNESS whereof the parties hereto have set their hands the day and year first above written.

SIGNED:     /s/ Rose Thomson 14/11/12

For and on behalf of the Company

SIGNED:./s/ James Quincey    14/11/12

The Executive

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SCHEDULE 1

PROTECTION OF INTERESTS OF COMPANY ETC

1.1 For the purpose of protecting the interests of the Company, the Executive shall be bound by the obligations and restrictions contained in this Schedule 1.

1.2 In this clause:

1.2.1 "Competing Business" shall mean any business carried on within England and/or Wales and/or Scotland and/or Northern Ireland and/or Eire and/or any other country within Europe in which the Company or any of its subsidiaries or associates as at the Termination Date carries on or proposes to carry on (in the immediate or foreseeable future) any business, which wholly or partly competes or proposes to compete with any business which at the Termination Date the Company or any of its subsidiaries or associates carries on, save for any such business in any such country in which the Executive was not involved to any material extent at any time during the 12 months up to and including the Termination Date;

1.2.2 "Prospective Business" shall mean any business carried on within England and/or Wales and/or Scotland and/or Northern Ireland and/or Eire and/or any other country within Europe in which the Company or any of its subsidiaries or associates as at the Termination Date carries on or proposes to carry on (in the immediate or foreseeable future) any business, which wholly or partly competes or proposes to compete with any business which at the Termination Date the Company or any of its subsidiaries or associates proposes to carry on in the immediate or foreseeable future, save for any such business in any such country in relation to which the Executive did not possess a material amount of Confidential Information as at the Termination Date;

1.2.3 "Restricted Goods or Services" shall mean goods or services of the same type as or similar to or competitive with any goods or services supplied by the Company or any of its subsidiaries or associates at the Termination Date, in the sale or supply of which the Executive shall have been involved to any material extent at any time during the 12 months up to and including the Termination Date;

1.2.4 references to acting directly or indirectly shall include (without prejudice to the generality of that expression) acting alone or on behalf of any other person or jointly with or through or by means of any other person.

1.3 Until the expiration of 12 months from the Termination Date the Executive shall not directly or indirectly:

1.3.1 carry on or be interested in a Competing Business SAVE that he may hold for investment:

(A) up to 3% of any class of securities quoted or dealt in on a recognised investment exchange; and

(B) up to 10% of any class of securities not so quoted or dealt;

1.3.2 act as a consultant or employee or worker or officer in any executive, sales, marketing, research or technical capacity in a Competing Business or provide technical, commercial or professional advice to a Competing Business, SAVE to the extent that the Executive demonstrates to the reasonable satisfaction of the Board that his duties or work shall relate exclusively to work of a kind or nature with which he was not

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concerned to any extent (other than de minimis) at any time during the 12 months up to and including the Termination Date;

1.3.3 act as a consultant or employee or worker or officer in any executive, sales, marketing, research or technical capacity in a Prospective Business or provide technical, commercial or professional advice to a Prospective Business, SAVE to the extent that the Executive demonstrates to the reasonable satisfaction of the Board that his duties or work are not likely to involve disclosure or use of any of the Confidential Information possessed by the Executive.

1.4 Until the expiration of 12 months from the Termination Date the Executive shall not directly or indirectly accept orders for or supply or cause orders to be accepted for or cause to be supplied Restricted Goods or Services to any person:

1.4.1 who was provided with goods or services by the Company or any of its subsidiaries or associates at any time during the 12 months up to and including the Termination Date and with whom the Executive dealt in connection with the provision of such goods or services at any time during the said 12 month period or in relation to whose dealings with the Company or any of its subsidiaries or associates the Executive possessed a material amount of Confidential Information as at the Termination Date; or

1.4.2 who was negotiating with the Company or any of its subsidiaries or associates in relation to orders for or the supply of goods or services at any time during the 12 months up to and including the Termination Date and with whom the Executive dealt at any time during the 12 months up to and including the Termination Date or in relation to whose dealings with the Company or any of its subsidiaries or associates the Executive possessed a material amount of Confidential Information as at the Termination Date.

1.5 Until the expiration of 12 months from the Termination Date the Executive shall not directly or indirectly solicit, canvass or approach or endeavour to solicit, canvass or approach or cause to be solicited, canvassed or approached any person:

1.5.1 who was provided with goods or services by the Company or any of its subsidiaries or associates at any time during the 12 months up to and including the Termination Date and with whom the Executive dealt in connection with the provision of such goods or services at any time during the said 12 month period or in relation to whose dealings with the Company or any of its subsidiaries or associates the Executive possessed a material amount of Confidential Information as at the Termination Date; or

1.5.2 who was negotiating with the Company or any of its subsidiaries or associates in relation to orders for or the supply of goods or services at any time during the 12 months up to and including the Termination Date and with whom the Executive dealt at any time during the 12 months up to and including the Termination Date or in relation to whose dealings with the Company or any of its subsidiaries or associates the Executive possessed a material amount of Confidential Information as at the Termination Date;

for the purpose of offering to that person Restricted Goods or Services.

1.6 Until the expiration of 12 months from the Termination Date the Executive shall not directly or indirectly:

1.6.1 solicit or entice away or endeavour to solicit or entice away or cause to be solicited or enticed away from the Company or any of its subsidiaries or associates any person who is, and was at the Termination Date, employed or directly or indirectly engaged by the Company or any of its subsidiaries or associates in an executive, sales, marketing,

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research or technical capacity or whose departure from the Company or any of its subsidiaries or associates would have a material adverse effect on the business of such company, and with whom the Executive worked at any time during the 12 months up to and including the Termination Date or in relation to whom as at the Termination Date the Executive possessed a material amount of Confidential Information, with a view to inducing that person to leave such employment or engagement (whether or not such person would commit a breach of his contract of employment or engagement by reason of leaving);

1.6.2 solicit or endeavour to solicit or cause to be solicited any person who was at any time during the 12 months up to and including the Termination Date employed or directly or indirectly engaged by the Company or any of its subsidiaries or associates who, by reason of their employment or engagement, possesses a material amount of Confidential Information or is likely to be able to solicit away from the Company or any of its subsidiaries or associates the custom of any person to whom the Company or any of its subsidiaries or associates supplies goods or services, and with whom the Executive worked at any time during the 12 months up to and including the Termination Date or in relation to whom as at the Termination Date the Executive possessed a material amount of Confidential Information, with a view to inducing that person to act in the same or a materially similar capacity in relation to the same or a materially similar field of work for another person carrying on business in competition with the Company or any of its subsidiaries or associates (whether or not such person would commit a breach of his contract of employment or engagement by reason of so acting).

1.7 Until the expiration of 12 months from the Termination Date the Executive shall not directly or indirectly:

1.7.1 solicit, canvass or approach or endeavour to solicit, canvass or approach or cause to be solicited, canvassed or approached for the purpose of:

(A) obtaining the supply of goods or services of the same type as or similar to any goods or services supplied to the Company or any of its subsidiaries or associates at the Termination Date or

(B) interfering with or endeavouring to terminate or reduce the levels of such supplies to the Company or any of its subsidiaries or associates,

any person who, to the knowledge of the Executive, supplied the Company or any of its subsidiaries or associates with any such goods or services at any time during the 12 months up to and including the Termination Date and with whom the Executive dealt at any time during the said 12 month period where it is reasonably likely that such soliciting, canvassing or approaching would, if successful, materially prejudice the ability of the Company or any of its subsidiaries or associates to procure or the terms on which it is able to procure the supply of such goods or services; and/or

1.7.2 knowingly interfere with any arrangements between the Company or any of its subsidiaries or associates and any third party or parties whereby the Company or the relevant subsidiary or associate holds a licence or permission to carry on its business and/or benefits from discounts or other beneficial trading terms extended to it by a supplier of goods or services by virtue of such arrangements; and/or

1.7.3 knowingly or recklessly do anything which is or is calculated to be prejudicial to the interests of the Company or any of its subsidiaries or associates or the business of the Company or any of its subsidiaries or associates or which results or may result in the

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discontinuance of any contract or arrangements of benefit to the Company or any of its subsidiaries or associates;

and for these purposes any agreement between the Company or any of its subsidiaries or associates and a third party whereby that third party sources customers or goods or services for the Company or any of its subsidiaries or associates shall also be deemed to constitute a supply of a service by such third party.

1.8 In the event that the Executive is placed on garden leave pursuant to sub‑clause 18.1, the period of any such garden leave shall be deducted from the period of the restrictions contained in sub‑clauses 1.3, 1.4, 1.5, 1.6 and 1.7.

1.9 Each of the restrictions in sub‑clauses 1.3.1, 1.3.2, 1.3.3, 1.4.1, 1.4.2, 1.5.1, 1.5.2, 1.6.1, 1.6.2, 1.7.1, 1.7.2 and 1.7.3 hereof is separate and severable and in the event of any such restriction (including the defined expressions in sub‑clauses 1.2.1, 1.2.4, 1.3.1, 1.3.2, 1.3.3) or sub‑clause 1.8 being determined as being unenforceable in whole or in part for any reason such unenforceability shall not affect the enforceability of the remaining restrictions or, in the case of part of a restriction being unenforceable, the remainder of that restriction. The restrictions in sub‑clauses 1.3.1, 1.3.2 and 1.3.3 shall be deemed to be separate and severable in relation to each of the countries set out in sub‑clauses 1.2.1 and 1.2.2.

1.10 After the Termination Date (for whatever reason and howsoever caused) or, if later, the date of his ceasing to be a director of the Company and/or and subsidiary or associate of the Company, the Executive shall not represent himself or permit himself to be held out as being in any way connected with or interested in the business of the Company or of any of its subsidiaries or associates and shall not use in connection with any business the name of the Company or any of its subsidiaries or associates or any name capable of confusion therewith.

1.11 Save for a protected disclosure made in accordance with the provisions set out in the Employment Rights Act 1996 and save as required by law or the regulations of any statutory or regulatory authority, the Executive shall not during his employment or after the Termination Date make, publish or cause to be made or published any statement or remark which is likely or intended to harm the business or reputation of the Company or any of its subsidiaries or associates or any current or former officer, employee, consultant or agent of any such company.

1.12 The restrictions entered into by the Executive in sub‑clauses 14, 1.3, 1.4, 1.5, 1.6, 1.7, 1.8, 1.9, 1.10 and 1.11 are given to the Company to hold as trustee for itself and for each and any of its subsidiaries and associates and the Executive agrees that he shall at the request and cost of the Company enter into a further agreement with any such company whereby he shall accept restrictions corresponding to the restrictions in this Agreement (or such of them as that company in its discretion shall deem appropriate). The Company declares that insofar as these restrictions relate to such subsidiary or associate of the Company it holds the benefit of them as trustee for such subsidiary or associate as the case may be. As regards any powers, authorities and discretions vested in the Company as trustee hereunder or by operation of law, the Company shall have absolute and uncontrolled discretion as to the exercise or non-exercise thereof and shall not (save in the case of its gross negligence or wilful misconduct) be responsible for any loss, costs, damages or expenses that may result from the exercise or non-exercise thereof.

1.13 Following the Termination Date, the Company reserves the right forthwith on written notice to the Executive to assign its rights under clauses 14 and 15 and this Schedule 1 to any successor in business to the Company or to any of its subsidiaries or associates.

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1.14 The Executive acknowledges that he has had the opportunity to take legal advice in relation to the restrictions contained in this Schedule 1 and that he considers them reasonable and necessary for the protection of the legitimate interests of the Company and its subsidiaries and associates.

1.15 Without prejudice to the Executive's obligations under clauses 14 and 15 and this Schedule 1, in the event that, during the continuance of this Agreement or during the period for which all or any of the restrictions set out in this Schedule 1 are expressed to apply, the Executive receives from any person an offer of employment or engagement (whether oral or in writing) which the Executive is considering whether to accept, the Executive shall provide to such offeror a copy of the restrictions and acknowledgements contained in clauses 14 and 15 and Schedule 1of this Agreement. In the event that the Executive accepts any such offer, he shall immediately inform the Board of the identity of the offeror and a description of the principal duties of the position accepted and shall confirm to the Board in writing that he has provided a copy of the restrictions and acknowledgements contained in clauses 14 and 15 and Schedule 1of this Agreement to such offeror.

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EX-10.58

Exhibit 10.58

[Coca-Cola Refreshments Letterhead]

December 12, 2012

Mr. Glen Walter

Atlanta, Georgia

Dear Glen,

We are delighted to confirm your new position as President & Chief Operating Officer, Coca-Cola Refreshments USA, Inc., job grade 21, with an effective date of January 1, 2013. You will report to me. The information contained in this letter provides details of your new position.

• Your principal place of assignment will be Atlanta, Georgia.

• Your annual base salary for your new position will be determined during the normal rewards cycle in February 2013, with any increase to be effective April 1, 2013.

• You will continue to be eligible to participate in the annual Performance Incentive Plan. Your target annual incentive for 2013 will be 100% of gross annual salary

• Your 2012 annual incentive will be determined at your current annual incentive target. The actual amount of an incentive award may vary and is based on individual performance and the financial performance of the Company. The plan may be modified from time to time.

• You will continue to be eligible to participate in The Coca-Cola Company’s Long-Term Incentive program. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. You will be eligible to receive equity awards within guidelines for the job grade assigned to your position and based upon your personal performance, Company performance, and leadership potential to add value to the Company in the future. Currently, the award is delivered 60% stock options and 40% Performance Share Units. As a discretionary program, the award timing, frequency, size and distribution between stock options and PSUs are variable.

Mr. Glen Walter

Page 2

December 12, 2012

• You will be expected to maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to 4 times your base salary. Because this represents an increase from your prior target level, you will have an additional 2 years, or until December 31, 2018, to meet your requirement. You will be asked to provide information in December each year on your progress toward your ownership goal, and that information will be reviewed with the Compensation Committee of the Board of Directors the following February.

• You will continue to be eligible for the Company’s Financial Planning and Counseling program which provides reimbursement of certain financial planning and counseling services, up to $10,000 annually, subject to taxes and withholding.

• You are eligible for the Emory Executive Health benefit which includes a comprehensive physical exam and one-on-one medical and lifestyle management consultation.

• If you have not done so already, you are required to enter into the Agreement on Confidentiality, Non-Competition, and Non-Solicitation, effective immediately (enclosed).

I feel certain that you will find challenge, satisfaction and opportunity in this new role and as we continue our journey toward the 2020 Vision. Should you have any questions about the foregoing, please call Ceree Eberly at 404-676-3336.

Sincerely,

/s/ Steve Cahillane

Steve Cahillane

cc:     Ceree Eberly

Executive Compensation

Enclosure:     Agreement on Confidentiality, Non-Competition, and Non-Solicitation

Exhibit 10.58

AGREEMENT ON CONFIDENTIALITY,

NON-COMPETITION, AND NON-SOLICITATION

In consideration of my employment, or my continued employment, by The Coca‑Cola Company, a Delaware corporation, I agree as follows:

1.    Definitions. For the purposes of this Agreement, the following definitions apply:

(a)    “Confidential Information” means any data or information, other than Trade Secrets, that is valuable to The Coca‑Cola Company and/or its subsidiaries and affiliates (collectively “the Company”) and not generally known to competitors of the Company or other outsiders, regardless of whether the information is in print, written, or electronic form, retained in my memory, or has been compiled or created by me, including, but not limited to, technical, financial, personnel, staffing, payroll, computer systems, marketing, advertising, merchandising, product, vendor, or customer data, or other information similar to the foregoing;

(b)    “Trade Secret” means all information, without regard to form, including, but not limited to, technical or nontechnical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, distribution lists or a list of actual or potential customers, advertisers or suppliers which is not commonly known by or available to the public and which information: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy. Without limiting the foregoing, Trade Secret means any item of confidential information that constitutes a "trade secret(s)" under the common law or statutory law of the State of Delaware.

(c)    “Customer” means anyone who is or was a customer of the Company during my employment with The Coca‑Cola Company, or is a prospective customer of the Company to whom the Company has made a presentation (or similar offering of services) within the one-year period immediately preceding the termination of my employment with The Coca‑Cola Company or, if my

employment has not terminated, the one-year period immediately preceding any alleged violation of this Agreement.

2.    Acknowledgement. My services for The Coca‑Cola Company are of a special, unique, extraordinary, and intellectual character, and are performed on behalf of the Company throughout the world. So long as I shall remain in the employ of The Coca‑Cola Company, I shall devote my whole time and ability to the service of the Company in such capacity as The Coca‑Cola Company shall from time to time direct, and I shall perform my duties faithfully and diligently. I acknowledge that the rendering of services to the Company’s Customers necessarily requires the disclosure of the Company’s Confidential Information and Trade Secrets to me. In addition, in the course of my employment with The Coca‑Cola Company, I will develop a personal acquaintanceship and relationship with certain of the Company’s Customers, and a knowledge of those Customers’ affairs and requirements, which may constitute a significant contact between the Company and such Customers. Finally, the Customers with whom I will have business dealings on behalf of the Company are located throughout the world. I further acknowledge that the provisions in this Agreement, including, but not limited to, the restrictive covenants and choice-of-law provision, are fair and reasonable, that enforcement of the provisions of this Agreement will not cause me undue hardship, and that the provisions of this Agreement are necessary and commensurate with the need to protect the Company’s legitimate business interests from irreparable harm, including, but not limited to, its established goodwill and proprietary information. In the event that I breach, I threaten in any way to breach, or it is inevitable that I will breach any of the provisions of this Agreement, damages shall be an inadequate remedy and The Coca‑Cola Company shall be entitled, without bond, to injunctive or other equitable relief. The Coca‑Cola Company’s rights in this respect are in addition to all rights otherwise available at law or in equity.

3.    Non-Competition and Non-Solicitation. I agree that while I am in The Coca‑Cola Company’s employ and for two years after the later of (i) the termination of my employment with The Coca‑Cola Company for any reason whatsoever, or (ii) the termination of any and all payment obligations owing by The Coca‑Cola Company to me, I shall not, directly or indirectly, except on behalf of or with the prior written consent of The Coca‑Cola Company:

(a)    enter into or maintain an employment, contractual, or other relationship to render any services of substantially the same as those I performed for the Company during the last two years of my employment by the Company with (i) any person or entity in competition with the Company, or (ii) any Customer of the Company with whom I had business dealings during the last two years of my employment with The Coca‑Cola Company;

(b)    solicit or encourage, or attempt to solicit or encourage, any Customer to do business of the type performed by the Company or to persuade any Customer to do business with any person or entity in competition with the Company or to reduce the amount of business which any such Customer has customarily done or contemplates doing with the Company, whether or not the relationship between the Company and such Customer was originally established in whole or in part through my efforts; provided, however, that the Customer solicited is one with which I had business dealings on the Company’s behalf during the last two years of my employment with The Coca‑Cola Company; or

(c)    solicit or encourage, or attempt to solicit or encourage, any person who is or at any time during the one-year period immediately preceding the termination of my employment with The Coca‑Cola Company was an employee of the Company with whom I had business dealings during the last two years of my employment with The Coca‑Cola Company to terminate his or her employment with the Company or to accept employment with any other person or entity.

4.    Confidential Information and Trade Secrets.

(a)    During my employment with The Coca‑Cola Company, I will acquire and have access to the Company’s Confidential Information. I agree that while I am in The Coca‑Cola Company’s employ and for two years after the later of (i) the termination of my employment with The Coca‑Cola Company for any reason whatsoever, or (ii) the termination of any and all payment obligations owing by The Coca‑Cola Company to me, I shall hold in confidence all Confidential Information of the Company and will not disclose, publish, or make use of such Confidential Information, directly or indirectly, unless compelled by law and then only after providing written notice to The Coca‑Cola Company. If I have any questions regarding what data or information would be considered by the Company to be Confidential Information, I agree to contact the appropriate person(s) at the Company for written clarification; and

(b)    During my employment with The Coca‑Cola Company, I will also acquire and have access to the Company’s Trade Secrets. I acknowledge that the Company has made and will continue to make reasonable efforts under the circumstances to maintain the secrecy of its Trade Secrets. I agree to hold in confidence all Trade Secrets of the Company that come into my knowledge during my employment with The Coca‑Cola Company and shall not directly or indirectly disclose, publish, or make use of at any time such Trade Secrets for so long as the information remains a Trade Secret. If I have any questions regarding what data or information constitutes a Trade Secret, I agree to contact the appropriate person(s) at the Company for written clarification.

(c)    Nothing in this Paragraph 4 shall be interpreted to diminish the protections afforded Trade Secrets and/or Confidential Information under applicable law.

5.    Company Property. Upon leaving the employ of The Coca‑Cola Company, I shall not take with me any written, printed, or electronically stored Trade Secrets, Confidential Information, or any other property of the Company obtained by me as a result of my employment, or any reproductions thereof. All such Company property and all copies thereof shall be surrendered by me to the Company on my termination or at any time upon request of the Company.

6.    Inventions, Discoveries, and Authorship. I shall disclose to the Company and I agree to and do hereby assign to the Company, without charge, all my rights, title, and interest in and to any and all inventions and discoveries that I may make, solely or jointly with others, while in the employ of The Coca‑Cola Company, that relate to or are useful or may be useful in connection with business of the character carried on or contemplated by the Company, and all my rights, title, and interest in and to any and all domestic and foreign applications for patents as well as any divisions or continuations thereof covering such inventions and discoveries and any and all patents granted for such inventions and discoveries and any and all reissues, extensions, and revivals of such patents; and upon request of the Company, whether during or subsequent to my employment with The Coca‑Cola Company, I shall do any and all acts and execute and deliver such instruments as may be deemed by the Company necessary or proper to vest all my rights, title, and interest in and to said inventions, discoveries, applications, and patents in the Company and to secure or maintain such applications, patents,

reissues, extensions, and/or revivals thereof. All necessary and proper expenses in connection with the foregoing shall be borne by the Company, and if services in connection therewith are performed at the Company’s request after termination of my employment with The Coca‑Cola Company, the Company will pay reasonable compensation for such services. Any inventions and discoveries relating to the Company’s business made by me within one year after termination of my employment with The Coca‑Cola Company shall be deemed to be within this provision, unless I can prove that the same were conceived and made following said termination and such conception or invention is not based upon or related to any Trade Secrets, as defined herein, received pursuant to my employment with The Coca‑Cola Company.

Attached is a list of patent applications and unpatented inventions made prior to my employment with The Coca‑Cola Company, which I agree is a complete list and which I desire to remove from the operation of this Agreement.

I also hereby assign to the Company, without charge, all my rights, title, and interest in and to all original works of authorship filed in any tangible form, prepared by me, solely or jointly with others, within the scope of my employment with The Coca‑Cola Company. In addition, the Company and I hereby agree that any such original work of authorship that qualifies as a “work made for hire” under the U.S. copyright laws shall be a “work made for hire” and shall be owned by the Company.

7.    Governing Law. This Agreement shall be construed, interpreted, and applied in accordance with the laws of the State of Delaware, without regard to principles of conflicts of law or giving effect to the choice-of-law provisions thereof or any other jurisdiction.

8.    Mandatory Forum Selection.

(a)    Subject to and as limited by Paragraph 8(b) below, any legal action related to or arising out of this Agreement shall be brought exclusively in the federal or state courts located in the State of Delaware. The Company and I both irrevocably consent to such exclusive jurisdiction and irrevocably waive, to the fullest extent permitted by applicable law, any objection either may now or hereafter have to the laying of venue of any such dispute brought in such court or any defense of inconvenient forum for the maintenance of such dispute. Finally, I waive formal service of process and agree to accept service of process worldwide;

(b)    The Company and I agree that any dispute arising out of, in connection with, or relating to this Agreement, including with respect to my employment by the Company or the termination of such employment and any dispute as to the validity, interpretation, construction, application or enforcement of any provision of this Agreement, shall be resolved by binding individual (not class, collective, or consolidated) arbitration under the Employment Arbitration Rules and Mediation Procedures of the American Arbitration Association; provided, however, that dispositive motions shall be allowed, discovery shall be conducted in accordance with the Federal Rules of Civil Procedure, and the arbitrator shall decide how to apportion costs associated with the arbitration. The Company and I further agree that the arbitrator(s) shall construe, interpret, and apply this Agreement in accordance with the laws of the State of Delaware, without regard to principles of conflicts of law and without giving effect to the choice-of-law provisions thereof or any other jurisdiction;

(c)    The Company and I agree that the arbitration required by this Paragraph 8 shall occur in Wilmington, Delaware; provided, however, that I can elect to have the arbitration occur in Georgia so long as I agree not to challenge or otherwise contest in any forum, whether arbitration or judicial, the application of the laws of the State of Delaware to the resolution of any dispute governed by this Paragraph 8;

(d)    The Company and I agree that any arbitration conducted under this Paragraph 8 shall be conducted confidentially; and

(e)    The Company and I agree that nothing in this Paragraph 8 shall prevent either the Company or me from seeking interim equitable relief in the federal or state courts of the State of Delaware to aid and give effect to the arbitration required by this Paragraph 8.

9.    Severability. In the event that any provision of this Agreement is found to be invalid or unenforceable by a court of law or other appropriate authority, the invalidity or unenforceability of such provision shall not affect the other provisions of this Agreement, which shall remain in full force and effect, and that court or other appropriate authority shall modify the provisions found to be unenforceable or invalid so as to make them enforceable, taking into account the

purposes of this Agreement and the nationwide and international scope of the Company’s business.

10.    Waiver. No waiver of any provision of this Agreement shall be effective unless pursuant to a writing signed by me and the Company, and such waiver shall be effective only in the specific instance and for the specific purpose stated in the writing.

11.    Tolling. Provided that I have not been enjoined from breaching any of the terms of this Agreement, the time periods set forth in Paragraphs 3 and 4 above shall be tolled upon the filing of a lawsuit or arbitration challenging the enforceability of this Agreement until the aforementioned dispute is resolved and all periods for appeal have expired. In no event, however, shall the time periods in Paragraphs 3 and 4 be tolled for more than one year.

12.    Outstanding Obligations. I represent and warrant that my acceptance and commencement of employment with the Company does not breach any contractual, fiduciary, or other obligation I owe to any third party, including any former employer.

13.    Assignment. This Agreement shall inure to the benefit of the Company, allied companies, successors and assigns, or nominees of the Company, and I specifically agree to execute any and all documents considered convenient or necessary to assign transfer, sustain and maintain inventions, discoveries, copyrightable material, applications, and patents, both in this and foreign countries, to and on behalf of the Company.

I HAVE READ THIS AGREEMENT IN ITS ENTIRETY AND, INTENDING TO BE LEGALLY BOUND, I HEREBY VOLUNTARILY ACCEPT AND AGREE TO ITS TERMS.

/s/ Glen Walter                

Employee Signature

Glen Walter                    

Print Name

12/14/12                    

Date

EX-10.59.3

Exhibit 10.59.3

AMENDMENT TWO

TO THE

COCA-COLA REFRESHMENTS SUPPLEMENTAL PENSION PLAN

WHEREAS, Coca-Cola Refreshments USA, Inc. sponsors the Coca-Cola Refreshments Supplemental Pension Plan (the “Plan”);

WHEREAS, The Coca-Cola Company Benefits Committee (“Benefits Committee”) is authorized to amend the Plan; and

NOW THEREFORE, the Plan is hereby amended as follows, effective December 31, 2012:

1.

The following section shall be added immediately prior to “Article One, Introduction and Purpose”:

PREFACE

“Prior to January 1, 2013, The Coca-Cola Company or its subsidiaries maintained, among others, the following three pension plans: The Coca-Cola Company Cash Balance Pension Plan (“Pre-2013 Cash Balance Plan”), The Coca-Cola Company Pension Plan (the “KO Prior Pension Plan”) and the Coca-Cola Refreshments Employees' Pension Plan (the “CCR Prior Pension Plan”). Effective January 1, 2013, the KO Prior Pension Plan and the CCR Prior Pension Plan were merged into the Pre-2013 Cash Balance Plan which was renamed as The Coca-Cola Company Pension Plan. This Coca-Cola Refreshments Supplemental Pension Plan is intended to cover Employees who were participating in the CCR Prior Plan on December 31, 2012, who accrue pension benefits using the formula previously set forth in the CCR Prior Pension Plan, reflected in Schedule Two of the Basic Plan Document, as that term is defined in The Coca-Cola Company Pension Plan.”

2.

The definition of “Eligible Employee” shall be deleted and replaced with the following definition:

“Eligible Employee” means an Employee who is eligible for the Pension Plan, who was participating in the CCR Prior Plan on December 31, 2012, who accrues pension benefits using the formula previously set forth in the CCR Prior Pension Plan, reflected in Schedule Two of the Basic Plan Document, as that term is defined in Pension Plan, and i) whose benefits under the Pension Plan are limited by the limitations set forth in Code Sections 401(a)(17) or 415 or (ii) who defers compensation under the Supplemental MESIP and/or The Coca-Cola Company Deferred Compensation Plan and, solely on account of such deferrals, the Employee's benefit under the Pension Plan is limited. Notwithstanding the foregoing, for periods before January 1, 2012, an Employee who participates in the Executive Pension Plan shall cease to be an Eligible Employee as of the effective date of such participation.”

3.

The definition of “Pension Plan” shall be deleted and replaced with the following definition:

“Pension Plan” shall mean The Coca-Cola Company Pension Plan.”

4.

Section 3.1 shall be deleted and replaced with the following language:

“3.1.Initial Participation. An Employee shall become a Participant in the Plan on the later of the date on which he becomes an Eligible Employee, provided that, for periods before January 1, 2012, he is not an eligible employee under the Executive Pension Plan. An individual who was an eligible employee participating in the Executive Pension Plan on December 31, 2011 will become a Participant in this Plan as of January 1, 2012, subject to satisfying the definition of “Eligible Employee” under this Plan.”

IN WITNESS WHEREOF, the Benefits Committee has caused this Amendment to be signed by its duly authorized member as of this 6^th day of December 2012.

THE COCA-COLA COMPANY

BENEFITS COMMITTEE

/s/ Sue Fleming

Sue Fleming

Benefits Committee Chairperson

EX-10.60.1

Exhibit 10.60.1

COCA-COLA REFRESHMENTS

SEVERANCE PAY PLAN

FOR EXEMPT EMPLOYEES

EFFECTIVE JANUARY 1, 2012

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ARTICLE 1

PURPOSE AND ADOPTION OF PLAN

The Coca-Cola Refreshments Severance Pay Plan for Exempt Employees (the "Plan") is established for the purpose of providing benefits to certain eligible employees who are terminated. The Plan shall be an unfunded severance pay plan that is a welfare plan as such term is defined by the Employee Retirement Income Security Act of 1974, as amended, (“ERISA”), the benefits of which shall be paid solely from the general assets of the Company.

The Plan is applicable to employees whose employment is terminated on or after January 1, 2012.

ARTICLE 2

DEFINITIONS

For purposes of this Plan, the following terms shall have the meanings set forth below.

Affiliate means The Coca-Cola Company and any corporation or other business organization in which The Coca-Cola Company owns, directly or indirectly, 20% or more of the voting stock or capital at the relevant time.

Approved Leave of Absence means an approved military leave of absence or leave of absence under the Family and Medical Leave Act.

Cause means a violation of the Company’s Code of Business Conduct or any other policy of the Company or an Affiliate, or gross misconduct, all as determined by the Severance Benefits Committee, in its sole discretion.

CCR International Service Employee means an employee of the Company or any Affiliate who is classified as an International Service Employee in the Company’s or The Coca-Cola Company’s personnel and payroll systems and who ultimately reports up to the President of CCR in accordance with the personnel and organizational systems of the Company and/or The Coca-Cola Company.

Committee means The Coca-Cola Company Benefits Committee appointed by

the Senior Vice President, Human Resources (or the most senior Human Resources officer of the Company), which shall act on behalf of the Company to administer the Plan as provided in Article 4.

Company means Coca-Cola Refreshments USA, Inc.

Comparable Position means a position in the Company or with an Affiliate, or a position with an entity to whom all or any part of a Company division, subsidiary, or other business segment is outsourced, sold or otherwise disposed (including, without limitation, a disposition by sale of shares of stock or of assets) that, at the time the employment offer is made:

(a)    except in the case of a CCR International Service Employee, provides a principal place of employment of not more than 50 miles from the last principal place of employment with the Company or an Affiliate, and

(b)Provides a base salary that is at least equal to the base salary of the current position.

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Disability or Disabled means a condition for which a Participant becomes eligible for and receives a disability benefit under the long term disability insurance policy issued to the Company providing Basic Long Term Disability Insurance benefits pursuant to the Company’s Health and Welfare Benefits Plan, or under any other long term disability plan that hereafter may be maintained by the Company or any Participating Affiliate.

Exempt Employee means an employee who is exempt from the overtime provisions of the Fair Labor Standards Act of 1938, as amended, 29 U.S.C. §§ 201 etseq.

Executive means an employee who, based on the Company’s or Affiliate’s personnel records, is equivalent to a job grade 18 or above under the grading system established by The Coca-Cola Company and is subject to the purview of the Compensation Committee of Board of Directors of The Coca-Cola Company.

Participant means:

(a)regular full-time or regular part-time Exempt Employee of the Company or a Participating Affiliate who works primarily within the United States (one of the fifty states or the District of Columbia) and who is actively at work or on an Approved Leave of Absence, or

(b)a regular full-time or regular part-time Exempt Employee of The Coca-Cola Company or an Affiliate who is performing services for the Company and who ultimately reports up to the President of the Company in accordance with the personnel and organizational systems of the Company and/or The Coca-Cola Company and who is actively at work or on an Approved Leave of Absence, or

(c)regular full-time or regular part-time Exempt Employee who is a CCR International Service Employee and who is actively at work or on an Approved Leave of Absence.

A Participant is eligible to participate in the Plan on the first of the month following the completion of two full months of employment. For example:  If a Participant was hired on July 14, he or she will be eligible to participate in the Plan October 1.

Notwithstanding the foregoing, the term "Participant" shall not include any employee covered by a collective bargaining agreement between an employee representative and the Company or any Affiliate, unless the collective bargaining agreement provides for the employee’s participation in this Plan. Further, the term “Participant” shall not include any employee who is designated as nonexempt or hourly by the Company (or to the extent applicable, any Affiliate) on its payroll, personnel and benefits system.

An individual shall be treated as an "employee" for purposes of this Plan for any period only if (i) he is actually classified during such period by the Company (or to the extent applicable, any Affiliate) on its payroll, personnel and benefits system as an employee, and (ii) he is paid for services rendered during such period through the payroll system, as distinguished from the accounts payable department, of the Company or the Affiliate. No other individual shall be treated as an employee 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. In addition, an individual shall be treated as an Exempt Employee for purposes of this Plan only if he is actually classified during such period by the Company or an Affiliate on its payroll, personnel and benefits system as an Exempt Employee.

3

Participating Affiliate means any Affiliate that the Committee has designated as such, as set forth in Appendix A.

Plan means the Coca-Cola Refreshments Severance Pay Plan for Exempt Employees.

Qualifying Event means a reduction in workforce, internal reorganization, or job elimination, each of which shall be defined by the Severance Benefits Committee from time to time. A Qualifying Event shall not, however, include a seasonal layoff or voluntary reduction in hours.

Severance Benefits Committee means the committee appointed by the Senior Vice President, Human Resources of the Company (or the most senior Human Resources officer of the Company) to make certain determinations with regard to benefits payable under Article 3 and claims under Article 5 of this Plan.

Weekly Pay means:

(a)1/52 of a Participant’s annual base salary (as determined by the Committee) as in effect on the date the Committee determines that his active employment terminated.

(b)    For a Participant whose pay depends, at least in part, on commissions, “Weekly Pay” shall mean his or her basic weekly pay rate (as determined under subparagraph (a) above), plus the weekly average commission he or she earned during the calendar year immediately preceding the calendar year in which his or her active employment terminates (or, if not employed during the prior year, in the year of termination).

(c)    The Weekly Pay of a Participant shall not include amounts being paid to the individual as a cost of living adjustment (COLA) or cost of relocation adjustment (CORA).

(d)    The Committee may, from time to time, establish procedures consistent with the provisions of subparagraphs (a) through (c) of this definition for determining the “Weekly Pay” of Participants.

Years of Service means:

(a)for each Participant who is a CCR International Service Employee, the Participant's full and continuous whole years of employment as a full-time or part-time, hourly or salaried employee of the Company or any Affiliate, as determined by the Committee based on the Company's or Affiliate's personnel records; and

(b) for each other Participant, the Participant's whole years of employment with the Company or one of its Affiliates; provided,

(c)"Years of Service" shall not include any period of employment with the Company or any Affiliate for which the Participant is receiving or previously has received any severance pay or similar benefits, whether under this Plan or any other plan or arrangement sponsored or paid by the Company or any Affiliate.

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ARTICLE 3

BENEFITS

3.1Circumstances in Which Benefits are Payable.

(a)Qualifying Event. A Participant shall qualify for a benefit under Section 3.3(a) of this Plan as a result of his involuntary loss of employment with the Company, a Participating Affiliate, or, solely with respect to an International Service Employee, an Affiliate, if the Severance Benefits Committee in its discretion determines that:

(1)his employment terminated as a result of a Qualifying Event;

(2)his termination was unrelated to a sale or other disposition, including outsourcing, of all or any part of a division, subsidiary or other business segment (including, without limitation, a disposition by sale of shares of stock or of assets) in which he was employed, unless he was not offered a Comparable Position with the purchaser, acquirer or outsource vendor of the division, subsidiary or business segment; and

(3)he properly, timely and unconditionally executes and does not revoke, the release and, if applicable, an agreement on confidentiality and competition required under Section 3.1(d).

(b)Placement Issue Benefit. A Participant may qualify for a benefit as a result of his involuntary loss of employment with the Company, a Participating Affiliate or, solely with respect to an International Service Employee, an Affiliate, if:

(1)the Severance Benefits Committee acting in its discretion determines that such qualification is in the best interests of the Company;

(2)his employment was not terminated pursuant to the terms of an attendance policy or program or for Cause; and

(3)he properly, timely and unconditionally executes, and does not revoke, the release and, if applicable, an agreement on confidentiality and competition required under Section 3.1(d).

The benefit payable under this Section 3.1(b) shall be determined in the sole discretion of the Severance Benefits Committee on a case-by-case basis. However, no benefit payable under this Section 3.1(b) shall exceed the amount of benefit payable under 3.3.

(c)Other Involuntary Terminations - Full-time Employees Only. A Participant who fails to satisfy the requirements of Section 3.l(a) or (b) nevertheless shall qualify for a benefit as a result of his involuntary loss of employment with the Company, a Participating Affiliate, or, solely with respect to an International Service Employee, an Affiliate, if:

5

(1)the Participant is classified as full-time employee (as determined from the Company's or Participating Affiliate's payroll records as of the date his employment terminated);

(2)his employment was not terminated pursuant to the terms of an attendance policy or program or for Cause; and

(3)he properly, timely and unconditionally executes, and does not revoke, the release and, if applicable, an agreement on confidentiality and competition required under Section 3.1(d).

The benefit payable under this Section 3.1(c) shall equal the Participant's Weekly Pay multiplied by eight.

(d)Release, Noncompetition and Nondisclosure Form.Participants shall be provided with releases and agreements on confidentiality and competition that Participants shall be required to properly, timely and unconditionally execute as a condition to qualifying for a benefit under this Plan, and such documents shall set forth the minimum requirements for a release and an agreement on confidentiality and competition under this Plan. The Severance Benefits Committee, as part of each determination under Section 3.1, also shall determine whether the release for a Participant shall (for reasons sufficient to the Severance Benefits Committee) include requirements in addition to the minimum requirements set forth in the form and shall revise the form release for such Participant accordingly. The Severance Benefits Committee in its sole discretion shall (for reasons sufficient to the Severance Benefits Committee) determine whether a Participant is required also to sign an agreement on confidentiality and competition to qualify for a benefit under this Plan. The Severance Benefits Committee, also shall determine whether the agreements shall contain additional requirements such as, but not limited to, a non-solicitation agreement and a non-disparagement agreement. If a Participant declines to properly, timely and unconditionally execute the release and, if applicable, an agreement on confidentiality and competition required by the Severance Benefits Committee for the benefit described in Section 3.1(a), (b) or (c), the Participant shall not qualify for any benefit under this Plan.

3.2Circumstances in Which Benefits are Not Payable.

Notwithstanding any other provision in this Plan to the contrary, an employee is not entitled to benefits under this Plan ifthe employee:

(a)    voluntarily terminates employment,

(b)was Disabled or on a leave of absence (except for an Approved Leave of Absence) immediately prior to his termination of employment,

(c)prior to receiving any benefit under the Plan, is offered a Comparable Position, as determined by the Severance Benefits Committee, with the Company or one of its Affiliates,

(d)is offered a Comparable Position, as determined by the Severance Benefits Committee, in connection with the sale or other disposition, including outsourcing, of all or any part of a division, subsidiary or other business segment (including, without limitation, a disposition by sale of shares of stock or of assets) in which he was employed,

6

(e)is terminated for Cause, as determined by the Severance Benefits Committee or is terminated in accordance with the terms of an attendance policy or program to which the employee is subject,

(f)is receiving pension benefits while a Participant from a qualified defined benefit pension plan sponsored by the Company or an Affiliate, or

(g)waived participation in the Plan through any means, receives severance pay under another severance plan of the Company or an Affiliate or has entered into an individual employment or severance agreement with the Company or an Affiliate that provides for severance benefits and such agreement is in effect on the date of the Participant's termination of employment, even if such severance benefits would be less than that offered under the Plan.

3.3    Benefit Formula - Qualifying Event. If a Participant qualifies under Section 3.l(a) for a benefit, his benefit under this Plan shall equal his Weekly Pay multiplied by the number of weeks set forth below. A Participant shall be assigned to a benefit opposite his job grade or job band (whichever is applicable) (as determined from the Company's or Participating Affiliate's payroll records as of the date his employment terminated) and, if applicable, his status as an elected corporate officer of the Company as of the date his employment terminated, under this Section 3.3.

Severance Benefit

Base Salary	Benefit
Executive	104 times Weekly Pay
$200,000 and above (excluding Executives)	78 times Weekly Pay
$150,000 - $199,999	52 times Weekly Pay
$85,000 - $149,999	2 times Weekly Pay times Years of Service, with a minimum benefit of 26 times Weekly Pay and a maximum benefit of 52 times Weekly Pay
Below $85,000	2 times Weekly Pay times Years of Service, with a minimum benefit of 12 times Weekly Pay and a maximum benefit of 52 times Weekly Pay
Regular Part-time (all job grades)	1 times Weekly Pay times Years of Service, with a minimum benefit of 2 times Weekly Pay and a maximum benefit of 12 times Weekly Pay

* All language refers to full time employees unless noted otherwise.

3.4    Benefit Payment Timing. If a Participant qualifies for a benefit under this Plan, such benefit shall be paid as soon as practicable after his active employment has terminated, and payment shall be made in a lump sum. In no event shall a benefit under this Plan be paid after March 15^th of the year following the year of Participant's termination of employment. No interest whatsoever shall be paid on any benefit under this Plan.

3.5Withholding. The Company shall have the right to take such action as it deems necessary or appropriate in order to satisfy any federal, state or local income or other tax requirement to withhold or make deductions from any benefit otherwise payable under this Plan.

7

3.6    Forfeiture of Benefit.

(a)    Reemployment. If a Participant who is entitled to a benefit under the Plan is reemployed by the Company or any Affiliate, his benefit under the Plan shall be forfeited in accordance with the following:

(1)If the Participant is reemployed prior to receiving any benefit under the Plan, he shall forfeit the entire benefit otherwise payable under the Plan.

(2)If he is reemployed after receiving his entire benefit under the Plan in the form of a lump sum, he shall return to the Company that portion of the lump sum equal to the remaining amount of benefit that would have been payable to him, as of the date he is reemployed, if he had received his Plan benefit on a bi-monthly basis.

For purposes of this Section 3.6(a), “reemployment” includes providing services to the Company or an Affiliate in any capacity for any length of time, including, but not limited to, providing services as contractors, vendors, non-employee workers, consultants, and individuals working for a vendor.

(b)Violation of Code of Business Conduct or Company Policy. If, following the determination that a Participant is entitled to a benefit under the Plan, the Severance Benefits Committee determines that during the Participant's employment, the Participant violated the Company's Code of Business Conduct or any other policy of the Company or Participating Affiliate, all or a portion of the Participant's benefit under the Plan may cease or be forfeited. The Severance Benefits Committee has the sole discretion to determine on a case-by-case basis any benefit or benefit payment that will be forfeited and/or returned to the Company.

(c)Disability. If, following the determination that a Participant is entitled to a benefit under the Plan, the Participant becomes Disabled, his benefit under the Plan shall cease or be forfeited and any benefit paid must be repaid to the Company or Participating Affiliate.

3.7No Duplication of Benefits. If the Severance Benefits Committee determines that the benefit payable under this Plan to a Participant duplicates (directly or indirectly) any other benefit otherwise payable to such Participant by the Company or any Affiliate (including, without limitation, any repatriation payment or allowance or any termination indemnity), the Severance Benefits Committee shall have the right to reduce the benefit otherwise payable under this Plan to the extent deemed necessary to eliminate such duplication.

ARTICLE 4.

ADMINISTRATION

4.1    Committee.

(a)    The Committee shall be responsible for the general administration of the Plan. As such, the Committee is the "Plan Administrator" and a "named fiduciary" of the Plan (as those terms are used in ERISA). In the absence of the appointment of a Committee, the functions and powers of the Committee shall reside with the Company. The Committee, in the exercise of its authority, shall discharge its duties with respect to the Plan in accordance with ERISA and corresponding regulations, as amended from time to time.

8

(b)    The Committee shall establish regulations for the day-to-day administration of the Plan. The Committee and its designated agents shall have the exclusive right and discretion to interpret the terms and conditions of the Plan and to decide all matters arising with respect to the Plan's administrationand operation (including factual issues). Any interpretations or decisions so made shall be conclusive and binding on all persons. The Committee or its designee may pay the expenses of administering the Plan or may reimburse the Company or other person performing administrative services with respect to the Plan if the Company or such other person directly pays such expenses at the request of the Committee.

4.2    Authority to Appoint Advisors and Agents. The Committee and Severance Benefit Committee may appoint, designate and employ such persons as it may deem advisable and as it may require in carrying out the provisions of the Plan. To the extent permitted by law, the members of the Committee and the Severance Benefits Committee shall be fully protected by any action taken in reliance upon advice given by such persons and in reliance on tables, valuations, certificates, determinations, opinions and reports that are furnished by any accountant, counsel, claims administrator or other expert who is employed or engaged by the Committee.

4.3    Compensation and Expenses of Committee. The members of the Committee shall receive no compensation for its duties hereunder, but the Committee shall be reimbursed for all reasonable and necessary expenses incurred in the performance of its duties, including counsel fees and expenses. Such expenses of the Committee, including the compensation of administrators, actuaries, counsel, agents or others that the Committee may employ, shall be paid out of the general assets of the Company.

4.4    Records. The Committee shall keep or cause to be kept books and records with respect to the operations and administration of this Plan.

4.5    Indemnification of Committee. The Company agrees to indemnify and to defend to the fullest extent permitted by law any employee serving as a member of the Committee and the Severance Benefits Committee or as their delegate(s) against all liabilities, damages, costs and expenses, including attorneys' fees and amounts paid in settlement of any claims approved by the Company, occasioned by any act or failure to act in connection with the Plan, unless such act or omission arises out of such employee's gross negligence, willful neglect or willful misconduct.

4.6    Fiduciary Responsibility Insurance, Bonding. If the Company has not done so, the Committee may purchase appropriate insurance on behalf of the Plan and the Plan's fiduciaries to cover liability or losses occurring by reason of the acts or omissions of a fiduciary; provided, however, that such insurance to the extent purchased by the Plan must permit recourse by the insurer against the fiduciary in the case of a breach of a fiduciary duty or obligation by such fiduciary. The cost of such insurance shall be paid out of the general assets of the Company. The Committee may also obtain a bond covering all of the Plan's fiduciaries, to be paid from the general assets of the Company.

ARTICLE 5

CLAIMS PROCEDURE

5.1    Right to File a Claim. Any Participant who believes he is entitled to a benefit

hereunder that has not been received, may file a claim in writing with the Severance Benefits Committee. The claim must be filed within six months after the date of the Participant's termination of active employment. The Severance Benefits Committee may require such claimant to submit additional documentation, if necessary, in support of the initial claim.

9

5.2Denial of a Claim. Any claimant whose claim to any benefit hereunder has been denied in whole or in part shall receive a notice from the Severance Benefits Committee within 90 days of such filing or within 180 days after such receipt if special circumstances require an extension of time. If the Severance Benefits Committee determines that an extension of time is required, the claimant will be notified in writing of the extension and reason for the extension within 90 days after the Severance Benefits Committee's receipt of the claim. The extension notice will also include the date by which the Severance Benefits Committee expects to make the benefit determination. The notice of the denial of the claim will set forth the specific reasons for such denial, specific references to the Plan provisions on which the denial was based and an explanation of the procedure for review of the denial.

5.3Claim Review Procedure. A claimant may appeal the denial of a claim to the Committee by written request for review to be made within 60 days after receiving notice of the denial. The request for review shall set forth all grounds on which it is based, together with supporting facts and evidence that the claimant deems pertinent, and the Committee shall give the claimant the opportunity to review pertinent Plan documents in preparing the request. The Committee may require the claimant to submit such additional facts, documents or other material as it deems necessary or advisable in making its review. The Committee will provide the claimant a written or electronic notice of the decision within 60 days after receipt of the request for review, except that, if there are special circumstances requiring an extension of time for processing, the 60-day period may be extended for an additional 60 days. If the Committee determines that an extension of time is required, the claimant will be notified in writing of the extension and reason for the extension within 60 days after the Committee's receipt of the request for review. The extension notice will also include the date by which the Committee expects to complete the review. The Committee shall communicate to the claimant in writing its decision, and if the Committee confirms the denial, in whole or in part, the communication shall set forth the reasons for the decision and specific references to the Plan provisions on which the decision is based.

5.4Limitation on Actions. Any suit for benefits must be brought within one year after the date the Committee (or its designee) has made a final denial (or deemed denial) of the claim. Notwithstanding any other provision herein, any suit for benefits must be brought within two years of the date of termination of active employment. No claimant may file suit for benefits until exhausting the claim review procedure described herein.

ARTICLE 6

AMENDMENT AND TERMINATION OF PLAN

6.1Amendment of Plan. The Committee reserves the right to amend the provisions of the Plan at any time to any extent and in any manner it desires by execution of a written document describing the intended amendment(s).

6.2Termination of Plan. The Company shall have no obligation whatsoever to maintain the Plan or any benefit under the Plan for any given length of time. The Company reserves the right to terminate the Plan or any benefit option under the Plan at any time by written document.

10

ARTICLE 7

MISCELLANEOUS PROVISIONS

7.1    Plan Is Not an Employment Contract. This Plan is not a contract of employment, and neither the Plan nor the payment of any benefits will be construed as giving to any person any legal or equitable right to employment by the Company or any Affiliate. Nothing herein shall be construed to interfere with the right of the Company of any Affiliate to discharge, with or without cause, any employee at any time.

7.2    Assignment. A Participant may not assign or alienate any payment with respect to any benefit that a Participant is entitled to receive from the Plan, and further, except as may be prescribed by law, no benefits shall be subject to attachment or garnishment of or for a Participant's debts or contracts, except for recovery of overpayments made on a Participant's behalf by this Plan.

7.3    Fraud. No payments with respect to benefits under this Plan will be paid if the Participant attempts to perpetrate a fraud upon the Plan with respect to any such claim. The Committee shall have the right to make the final determination of whether a fraud has been attempted or committed upon the Plan or if a misrepresentation of fact has been made, and its decision shall be final, conclusive and binding upon all persons. The Plan shall have the right to fully recover any amounts, with interest, improperly paid by the Plan by reason of fraud, attempted fraud or misrepresentation of fact by a Participant and to pursue all other legal or equitable remedies.

7.4    Offset for Monies Owed. The benefits provided hereunder will be offset for any monies that the Committee determines are owed to the Company or any Affiliate.

7.5    Funding Status of Plan. The benefits provided hereunder will be paid solely from the general assets of the Company, and nothing herein will be construed to require the Company or the Committee to maintain any fund or segregate any amount for the benefit of any Participant. No Participant or other person shall have any claim against, right to, or security or other interest in, any fund, account or asset of the Company from which any payment under the Plan may be made.

7.6    Construction. This Plan shall be construed, administered and enforced according to the laws of the State of Delaware, except to the extent preempted by federal law. The headings and subheadings are set forth for convenient reference only and have no substantive effect whatsoever. All pronouns and all variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identity of the person, persons or entity may require.

7.7    Conclusiveness of Records. The records of the Company with respect to age, employment history, compensation, and all other relevant matters shall be conclusive for purposes of the administration of, and the resolution of claims arising under, the Plan.

The Coca-Cola Company has caused this document to be signed by its duly authorized officer, effective as of January 1, 2012.

THE COCA-COLA COMPANY

By: /s/ Ceree T. Eberly

                Senior Vice President, Human Resources

11

APPENDIX A

Participating Affiliates

BCI

Odwalla, Inc.

12

EX-10.60.2

Exhibit 10.60.2

AMENDMENT ONE

TO THE

COCA-COLA REFRESHMENTS SEVERNCE PAY PLAN

FOR EXEMPT EMPLOYEES

WHEREAS, The Coca-Cola Company established the Coca-Cola Refreshments Severance Pay Plan for Exempt Employees (“Plan”) effective January 1, 2012; and

WHEREAS, The Coca-Cola Company Benefits Committee (“Committee”) is authorized to amend the Plan at any time;

NOW, THEREFORE, BE IT RESOLVED, that the Plan is amended as follows, effective January 1, 2012:

1. The definition of Cause is amended as follows:

“Cause means a violation of The Coca-Cola Company's Code of Business Conduct or any other policy of the Company or an Affiliate, or gross misconduct, all as determined by the Severance Benefits Committee, in its sole discretion.”

2. The definition of Committee is amended as follows:

“Committee means The Coca-Cola Company Benefits Committee appointed by the Senior Vice President, Human Resources (or the most senior Human Resources officer) of The Coca-Cola Company, which shall act on behalf of The Coca-Cola Company to administer the Plan as provided in Article 4.”

3. The definition of Severance Benefits Committee is amended as follows:

“Severance Benefits Committee” means the committee appointed by the Senior Vice President, Human Resources (or the most senior Human Resources officer) of The Coca-Cola Company to make certain determinations with regard to benefits payable under Article 3 and claims under Article 5 of this Plan.”

4. Section 3.6(b) is amended as follows:

“(b)Violation of Code of Business Conduct or Company Policy. If, following the determination that a Participant is entitled to a benefit under the Plan, the Severance Benefits Committee determines that during the Participant's employment, the Participant violated The Coca-Cola Company's Code of Business Conduct or any other policy of the Company or Participating Affiliate, all or a portion of the Participant's benefit under the Plan may cease or be forfeited. The Severance Benefits Committee has the sole discretion to determine on a case-by-case basis any benefit or benefit payment that will be forfeited and/or returned to the Company.”

5. Section 4.1 is amended as follows:

“4.1Committee

(a)The Committee shall be responsible for the general administration of the Plan. As such, the Committee is the "Plan Administrator" and a "named fiduciary" of the Plan (as those terms are used in ERISA). In the absence of the appointment of a Committee, the functions and powers of the Committee shall reside with The Coca-Cola Company. The Committee, in the exercise of its authority, shall discharge its duties with respect to the Plan in accordance with ERISA and corresponding regulations, as amended from time to time.

(b)The Committee shall establish regulations for the day-to-day administration of the Plan. The Committee and its designated agents shall have the exclusive right and discretion to interpret the terms and conditions of the Plan and to decide all matters arising with respect to the Plan's administrationand operation (including factual issues). Any interpretations or decisions so made shall be conclusive and binding on all persons. The Committee or its designee may pay the expenses of administering the Plan or may reimburse The Coca-Cola Company, its Affiliate or other person performing administrative services with respect to the Plan if The Coca-Cola Company, its Affiliate or such other person directly pays such expenses at the request of the Committee.”

6. Section 4.3 is amended as follows:

“4.3Compensation and Expenses of Committee. The members of the Committee shall receive no compensation for its duties hereunder, but the Committee shall be reimbursed for all reasonable and necessary expenses incurred in the performance of its duties, including counsel fees and expenses. Such expenses of the Committee, including the compensation of administrators, actuaries, counsel, agents or others that the Committee may employ, shall be paid out of the general assets of The Coca-Cola Company or its Affiliate.”

7. Section 4.5 is amended as follows:

“4.5Indemnification of Committee. The Coca-Cola Company agrees to indemnify and to defend to the fullest extent permitted by law any employee serving as a member of the Committee and the Severance Benefits Committee or as their delegate(s) against all liabilities, damages, costs and expenses, including attorneys' fees and amounts paid in settlement of any claims approved by The Coca-Cola Company or its Affiliate, occasioned by any act or failure to act in connection with the Plan, unless such act or omission arises out of such employee's gross negligence, willful neglect or willful misconduct.”

8. Section 4.6 is amended as follows:

“4.6Fiduciary Responsibility Insurance, Bonding. If The Coca-Cola Company has not done so, the Committee may purchase appropriate insurance on behalf of the Plan and the Plan's fiduciaries to cover liability or losses occurring by reason of the acts or omissions of a fiduciary; provided, however, that such insurance to the extent purchased by the Plan must permit recourse by the insurer against the fiduciary in the case of a breach of a fiduciary duty or obligation by such fiduciary. The cost of such insurance shall be paid out of the general assets of The Coca-Cola Company or its Affiliate. The Committee may also obtain a bond

covering all of the Plan's fiduciaries, to be paid from the general assets of The Coca-Cola Company or its Affiliate.”

9. Section 6.2 is amended as follows:

“6.2Termination of Plan. Neither The Coca-Cola Company nor any Affiliate shall have any obligation whatsoever to maintain the Plan or any benefit under the Plan for any given length of time. The Coca-Cola Company reserves the right to terminate the Plan or any benefit option under the Plan at any time by written document.”

10. Section 7.5 of the Plan is amended as follows:

“7.5Funding Status of Plan. The benefits provided hereunder will be paid solely from the general assets of The Coca-Cola Company or its Affiliate, and nothing herein will be construed to require The Coca-Cola Company, any Affiliate or the Committee to maintain any fund or segregate any amount for the benefit of any Participant. No Participant or other person shall have any claim against, right to, or security or other interest in, any fund, account or asset of The Coca-Cola Company or its Affiliate from which any payment under the Plan may be made.”

11. Section 7.7 of the Plan is amended as follows:

“7.7Conclusiveness of Records. The records of the Company or a Participating Affiliate with respect to age, employment history, compensation, and all other relevant matters shall be conclusive for purposes of the administration of, and the resolution of claims arising under, the Plan.”

The Committee has caused this Amendment to be signed by its duly authorized representative on this 24th day of May 2012.

THE COCA-COLA COMPANY

BENEFITS COMMITTEE

By: /s/ Susan M. Fleming

EX-10.60.3

Exhibit 10.60.3

AMENDMENT TWO

TO THE

COCA-COLA REFRESHMENTS SEVERANCE PAY PLAN

FOR EXEMPT EMPLOYEES

WHEREAS, The Coca-Cola Company established the Coca-Cola Refreshments Severance Pay Plan for Exempt Employees (“Plan”); and

WHEREAS, The Coca-Cola Company Benefits Committee (“Benefits Committee”) is authorized to amend the Plan at any time;

NOW, THEREFORE, BE IT RESOLVED, that the Plan is amended to add “Great Plains Coca-Cola Bottling Company” to Appendix A (Participating Affiliates), effective November 1, 2012.

IN WITNESS WHEREOF, the Benefits Committee has caused this Amendment to be signed by its duly authorized member as of this 6^th day of December 2012.

THE COCA-COLA COMPANY

BENEFITS COMMITTEE

/s/ Sue Fleming

Sue Fleming

Benefits Committee Chairperson

EX-12.1

Exhibit 12.1

THE COCA-COLA COMPANY AND SUBSIDIARIES

COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES

	Year Ended December 31,
	2012			2011			2010			2009			2008
(In millions except ratios)				As Adjusted1
EARNINGS:
Income from continuing operations before income taxes and changes in accounting principles	$	11,809		$	11,458		$	14,207		$	8,902		$	7,525
Fixed charges	486			505			792			422			513
Less:
Capitalized interest, net	(1		)	(1		)	(1		)	(4		)	(7		)
Equity (income) loss - net of dividends	(426		)	(269		)	(671		)	(359		)	1,128
Adjusted earnings	$	11,868		$	11,693		$	14,327		$	8,961		$	9,159
FIXED CHARGES:
Gross interest incurred	$	398		$	418		$	734		$	359		$	445
Interest portion of rent expense	88			87			58			63			68
Total fixed charges	$	486		$	505		$	792		$	422		$	513
Ratios of earnings to fixed charges	24.4			23.2			18.1			21.2			17.9

¹  Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all prior period financial information presented herein as required.

As of December 31, 2012, the Company was contingently liable for guarantees of indebtedness owed by third parties, including certain variable interest entities, in the amount of $671 million. Fixed charges for these contingent liabilities have not been included in the computation of the above ratios, as the amounts are immaterial and, in the opinion of management, it is not probable that the Company will be required to satisfy the guarantees. The interest amount in the above table does not include interest expense associated with unrecognized tax benefits.

EX-21.1

Exhibit 21.1

Subsidiaries of The Coca-Cola Company

As of  December 31, 2012

	Organized Under
	Laws of:
The Coca-Cola Company	Delaware
Subsidiaries:
Atlantic Industries	Cayman Islands
Atlantic Manufacturing	Cayman Islands
Barlan, Inc.	Delaware
BCI Coca-Cola Bottling Company of Los Angeles	Delaware
Beverage Brands S.R.L.	Peru
Beverage Services Limited	United Kingdom
Caribbean Refrescos, Inc.	Delaware
CCHBC Grouping, Inc.	Delaware
Coca-Cola (China) Investment Limited	China
Coca-Cola (Japan) Company, Limited	Japan
Coca-Cola Africa (Proprietary) Limited	South Africa
Coca-Cola Beverages (Shanghai) Company Limited	China
Coca-Cola Bottlers Philippines, Inc.	Philippines
Coca-Cola China Industries Limited	Cook Islands
Coca-Cola de Chile S.A.	Chile
Coca-Cola Erfrischungsgetränke AG	Germany
Coca-Cola GmbH	Germany
Coca-Cola Holdings (Overseas) Limited	Delaware
Coca-Cola Holdings (United Kingdom) Limited	United Kingdom
Coca-Cola India Private Limited	India
Coca-Cola Industrias Limitada-Brazil	Brazil
Coca-Cola Industrias Limitada-Costa Rica	Costa Rica
Coca-Cola Interamerican Corporation	Delaware
Coca-Cola Midi S.A.S.	France
Coca-Cola Oasis LLC	Delaware
Coca-Cola Overseas Parent Limited	Delaware
Coca-Cola Refreshments Canada Company	Nova Scotia
Coca-Cola Refreshments USA, Inc.	Delaware
Coca-Cola Reinsurance Services Limited	Ireland
Coca-Cola Servicios de Venezuela, C.A.	Venezuela
Coca-Cola South Asia (India) Holdings Limited	Hong Kong
Coca-Cola South Asia Holdings, Inc.	Delaware
Coca-Cola South Pacific Pty Limited	Australia
Conco Limited	Cayman Islands
Corporacion Inca Kola Peru S.R.L.	Peru
Dulux CBAI 2003 B.V.	The Netherlands
Energy Brands Inc.	New York

Exhibit 21.1

Subsidiaries of The Coca-Cola Company (continued)

As of  December 31, 2012

	Organized Under
	Laws of:
European Refreshments	Ireland
Great Plains Coca-Cola Bottling Company	Oklahoma
Hindustan Coca-Cola Beverages Private Limited	India
Hindustan Coca-Cola Holdings Private Limited	India
Hindustan Coca-Cola Overseas Holdings Pte. Limited	Singapore
Luxembourg CB 2002 S.a.r.l.	Luxembourg
Nordeste Refrigerantes S.A.	Brazil
Norsa Refrigerantes Ltda.	Brazil
Odwalla, Inc.	California
Open Joint Stock Company Nidan Juices	Russian Federation
Pacific Refreshments Pte. Ltd.	Singapore
Recofarma Industria do Amazonas Ltda.	Brazil
Red Re, Inc.	South Carolina
Refrescos Guararapes Ltda.	Brazil
Refreshment Product Services, Inc.	Delaware
SA Coca-Cola Services NV	Belgium
Servicios Integrados de Administracion y Alta Gerencia, S. de R.L. de C.V.	Mexico
Servicios y Productos para Bebidas Refrescantes S.R.L.	Argentina
Shanghai Shen-Mei Beverage & Food Co., Ltd.	China
Soira Investments Limited	British Virgin Islands
The Coca-Cola Export Corporation	Delaware
The Coca-Cola Trading Company LLC	Delaware
The Inmex Corporation	Florida
Varoise de Concentres S.A.S.	France

Pursuant to Item 601(b)(21) of Regulation S-K, we have omitted some subsidiaries that, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary as of December 31, 2012, under Rule 1-02(w) of Regulation S-X.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the registration statements and related prospectuses of The Coca-Cola Company listed below of our reports dated February 27, 2013, with respect to the consolidated financial statements of The Coca-Cola Company, and the effectiveness of internal control over financial reporting of The Coca-Cola Company, included in this Annual Report (Form 10-K) for the year ended December 31, 2012:

1	Registration Statement Number 2-88085 on Form S-8
2	Registration Statement Number 33-39840 on Form S-8
3	Registration Statement Number 333-78763 on Form S-8
4	Registration Statement Number 2-58584 on Form S-8
5	Registration Statement Number 33-26251 on Form S-8
6	Registration Statement Number 33-45763 on Form S-3
7	Registration Statement Number 333-27607 on Form S-8
8	Registration Statement Number 333-35298 on Form S-8
9	Registration Statement Number 333-83270 on Form S-8
10	Registration Statement Number 333-83290 on Form S-8
11	Registration Statement Number 333-88096 on Form S-8
12	Registration Statement Number 333-123239 on Form S-8
13	Registration Statement Number 333-150447 on Form S-8
14	Registration Statement Number 333-169722 on Form S-8
15	Registration Statement Number 333-169724 on Form S-3
16	Registration Statement Number 333-170331 on Form S-3
17	Registration Statement Number 333-179707 on Form S-8
18	Registration Statement Number 333-179708 on Form S-8

/s/ ERNST & YOUNG LLP

Atlanta, Georgia

February 27, 2013

EX-24.1

Exhibit 24.1

POWERS OF ATTORNEY

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of The Coca-Cola Company (the "Company"), do hereby appoint GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ___ day of February 2013.

___________________________________

Chairman of the Board of Directors, Chief

Executive Officer, President and Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Executive Vice President

and Chief Financial Officer

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, KATHY N. WALLER, Vice President and Controller of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Vice President and Controller

The Coca-Cola Company

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, HOWARD G. BUFFETT, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, BARRY DILLER, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, RICHARD M. DALEY, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, EVAN G. GREENBERG, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, ALEXIS M. HERMAN, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officerof the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, DONALD R. KEOUGH, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, ROBERT A. KOTICK, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, MARIA ELENA LAGOMASINO, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ___ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, JACOB WALLENBERG, a Director of The Coca-Cola Company (the "Company"), do hereby appoint MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

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 MUHTAR KENT, Chairman of the Board of Directors, Chief Executive Officer, President and a Director of the Company, GARY P. FAYARD, Executive Vice President and Chief Financial Officer of the Company, BERNHARD GOEPELT, Senior Vice President, General Counsel and Chief Legal Counsel of the Company, and GLORIA K. BOWDEN, Corporate Secretary of the Company, or any one of them, my true and lawful attorneys-in-fact for me and in my name for the purpose of executing on my behalf in any and all capacities the Company's Annual Report on Form 10-K for the year ended December 31, 2012, or any amendment or supplement thereto, and causing such Annual Report or any such amendment or supplement to be filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

IN WITNESS WHEREOF, I have hereunto set my hand this ____ day of February 2013.

_______________________________

Director

The Coca-Cola Company

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS

I, Muhtar Kent, Chairman of the Board of Directors, Chief Executive Officer and President of The Coca-Cola Company, certify that:

1.    I have reviewed this annual report on Form 10-K of The Coca-Cola Company;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 27, 2013

/s/ MUHTAR KENT

Muhtar Kent

Chairman of the Board of Directors, Chief Executive Officer and President

EX-31.2

EXHIBIT 31.2

CERTIFICATIONS

I, Gary P. Fayard, Executive Vice President and Chief Financial Officer of The Coca-Cola Company, certify that:

1.    I have reviewed this annual report on Form 10-K of The Coca-Cola Company;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 27, 2013

/s/ GARY P. FAYARD

Gary P. Fayard

Executive Vice President and Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES‑OXLEY ACT OF 2002

In connection with the annual report of The Coca-Cola Company (the “Company”) on Form 10-K for the period ended December 31, 2012 (the “Report”), I, Muhtar Kent, Chairman of the Board of Directors, Chief Executive Officer and President of the Company and I, Gary P. Fayard, Executive Vice President and Chief Financial Officer of the Company, each certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002, that:

(1)    to my knowledge, the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ MUHTAR KENT

Muhtar Kent

Chairman of the Board of Directors, Chief Executive Officer and President

February 27, 2013

/s/ GARY P. FAYARD

Gary P. Fayard

Executive Vice President and Chief Financial Officer

February 27, 2013

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DEBT AND BORROWING ARRANGEMENTS (Tables)

12 Months Ended

Dec. 31, 2012

Debt and Borrowing Arrangements Disclosure [Abstract]

Components of long-term debt

The Company's long-term debt consisted of the following (in millions, except average rate data):

	December 31, 2012				December 31, 2011
	Amount		Average Rate 1		Amount		Average Rate1
U.S. dollar notes due 2013–2093	$	13,407	1.7	%	$	12,270	1.9	%
U.S. dollar debentures due 2017–2098	2,207		3.7		2,482		4.0
U.S. dollar zero coupon notes due 20202	135		8.4		130		8.4
Other, due through 20983	291		4.4		584		4.8
Fair value adjustment4	273		N/A		231		N/A
Total5,6	$	16,313	2.1	%	$	15,697	2.3	%
Less current portion	1,577				2,041
Long-term debt	$	14,736			$	13,656

¹  These rates represent the weighted-average effective interest rate on the balances outstanding as of year end, as adjusted for the effects of interest rate swap agreements as well as fair value adjustments, if applicable. Refer to Note 5 for a more detailed discussion on interest rate management.

²  This amount is shown net of unamortized discounts of $36 million and $41 million as of December 31, 2012 and 2011, respectively.

³  As of December 31, 2012, the amount shown includes $90 million of debt instruments that are due through 2022.

⁴  Refer to Note 5 for additional information about our fair value hedging strategy.

⁵  As of December 31, 2012 and 2011, the fair value of our long-term debt, including the current portion, was $17,157 million and $16,360 million, respectively. The fair value of our long-term debt is estimated based on quoted prices for those or similar instruments.

⁶  The above notes and debentures include various restrictions, none of which is presently significant to our Company.

Schedule of Maturities of Long-term Debt

Maturities of long-term debt for the five years succeeding December 31, 2012, are as follows (in millions):

	Maturities of Long-Term Debt
2013	$	1,577
2014	2,633
2015	2,451
2016	1,705
2017	1,439

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ACQUISITIONS AND DIVESTITURES (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended				3 Months Ended		3 Months Ended		3 Months Ended		3 Months Ended		3 Months Ended			12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Aujan Industries Trademark owner [Member]	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Performance share units	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Performance share units	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Stock Options	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Stock Options	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Restricted share units	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Restricted share units	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Restricted stock	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business Restricted stock	Dec. 31, 2012 Aujan bottling and distribution company [Member]	Dec. 31, 2012 Investment in Aujan Industries [Member]	Dec. 31, 2010 CCE's North American business
Acquisition and investment activities
Equity Method Investment, Ownership Percentage				50.00%											49.00%
Replacement awards and the estimated fair value of those awards
Number of shares, options and units issued					14.9		3.3		9.6		1.6		0.4
Estimated Fair Value						$ 363		$ 192		$ 109		$ 50		$ 12
Replacement share-based payment awards related to services rendered prior to the business combination					237
Replacement share-based payment awards related to services rendered prior to the business combination, net of tax					154
Percent of target used to convert each CCE performance share unit ("PSU") into an adjusted PSU of The Coca-Cola Company (as a percent)						100.00%
Purchase price for acquisition
Fair value of our equity investment in CCE						5,373
Cash paid at closing						1,368
Fair value of share-based payment awards						154
Total purchase price						6,895										980
Acquisitions and Investments, Principally Beverage and Bottling Companies and Trademarks	1,535	977	2,511													820
Accelerated Share-based Compensation Expense																	$ 74

XML

NET CHANGE IN OPERATING ASSETS AND LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2012

NET CHANGE IN OPERATING ASSETS AND LIABILITIES DISCLOSURE [Abstract]

Net change in operating assets and liabilities

Net cash provided by (used in) operating activities attributable to the net change in operating assets and liabilities is composed of the following (in millions):

Year Ended December 31,	2012			2011			2010
(Increase) decrease in trade accounts receivable	$	(33	)	$	(562	)	$	(41	)
(Increase) decrease in inventories	(286		)	(447		)	182
(Increase) decrease in prepaid expenses and other assets	(29		)	(350		)	(148		)
Increase (decrease) in accounts payable and accrued expenses	(556		)	63			656
Increase (decrease) in accrued taxes	770			(132		)	(266		)
Increase (decrease) in other liabilities	(946		)	(465		)	(13		)
Net change in operating assets and liabilities	$	(1,080	)	$	(1,893	)	$	370

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PROPERTY, PLANT AND EQUIPMENT (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Property, Plant and Equipment
Property, plant and equipment, gross	$ 23,486	$ 23,151
Less accumulated depreciation	9,010	8,212
Property, plant and equipment-net	14,476	14,939	14,727
Land
Property, Plant and Equipment
Property, plant and equipment, gross	997	1,141
Buildings and improvements
Property, Plant and Equipment
Property, plant and equipment, gross	5,307	5,240
Machinery equipment and vehicle fleet
Property, Plant and Equipment
Property, plant and equipment, gross	16,203	15,504
Construction in progress
Property, Plant and Equipment
Property, plant and equipment, gross	$ 979	$ 1,266

XML

ACQUISITIONS AND DIVESTITURES (Details 3) (Coca-Cola Enterprises Inc.'s ("CCE") North American business, USD $) In Millions, unless otherwise specified		3 Months Ended		3 Months Ended
	Oct. 02, 2010	Dec. 31, 2010 Bottlers' Franchise Rights	Oct. 02, 2010 Bottlers' Franchise Rights	Dec. 31, 2010 Customer Relationships	Oct. 02, 2010 Customer Relationships	Oct. 02, 2010 Amounts Recognized As of Acquisition Date [Member]	Sep. 30, 2011 Measurement period adjustments [Member]	Sep. 30, 2011 Amounts Recognized as of Acquisition Date as adjusted [Member]
Acquisition and investment activities
Cash and cash equivalents						$ 49	$ 0	$ 49
Marketable securities						7	0	7
Trade accounts receivable						1,194	0	1,194
Inventories						696	0	696
Other current assets						744	(5)	739
Property, plant and equipment						5,385	(682)	4,703
Bottlers' franchise rights with indefinite lives						5,100	100	5,200
Other intangible assets						1,032	45	1,077
Other noncurrent assets						261	0	261
Total identifiable assets acquired						14,468	(542)	13,926
Accounts payable and accrued expenses						1,826	8	1,834
Loans and notes payable						266	0	266
Long-term debt						9,345	0	9,345
Pension and other postretirement liabilities						1,313	0	1,313
Other noncurrent liabilities						2,603	(293)	2,310
Total liabilities assumed						15,353	(285)	15,068
Net liabilities assumed						(885)	(257)	(1,142)
Goodwill						7,746	304	8,050
Goodwill after deduction of net liabilities assumed						6,861	47	6,908
Less: Noncontrolling interests						13	0	13
Net assets acquired	6,895					6,848	47	6,895
Trade accounts receivable, gross	1,226
Tax deductible Goodwill	170
Uncollectable receivables	32
Estimated fair value			650		380
Weighted-average estimated life (in years)		8		20
Assumed pension and other postretirement liabilities	3,544
Assumed pension and other postretirement plan assets	$ 2,231

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Pension benefits
Changes in benefit obligations
Benefit obligation at January 1	$ 8,255	$ 7,292
Service cost	291	249
Interest cost	388	391
Foreign currency exchange rate changes	(7)	30
Amendments	(3)	(57)
Actuarial loss (gain)	1,259	773
Benefits paid	(420)	(440)
Settlements	(35)	(24)
Curtailments	6	0
Special termination benefits	1	8
Other	(42)	33
Benefit obligation at December 31	9,693	8,255
Fair value of plan assets
Fair value of plan assets at January 1	6,171	5,497
Actual return on plan assets	822	73
Employer contributions	1,056	1,001
Foreign currency exchange rate changes	(17)	(1)
Benefits paid	(366)	(374)
Settlements	(34)	(27)
Other	(48)	2
Fair value of plan assets at December 31	7,584	6,171
Net liability recognized	(2,109)	(2,084)
Accumulated benefit obligation for pension plan	9,345	7,958
Benefits paid from company assets for unfunded pension plans	54	66
Pension and other benefit amounts recognized in our consolidated balance sheets
Noncurrent asset	395	468
Current liability	(73)	(68)
Long-term liability	(2,431)	(2,484)
Net liability recognized	(2,109)	(2,084)
Projected benefit obligations in excess of the fair value of plan assets
Projected benefit obligation	9,161	7,591
Fair value of plan assets	6,659	5,048
Accumulated benefit obligations in excess of the fair value of plan assets
Accumulated benefit obligation	8,736	7,277
Fair value of plan assets	6,546	4,998
U.S. Plan
Fair value of plan assets
Fair value of plan assets at December 31	5,549	4,274
Primary U.S. Plan
Defined Benefit Plan Disclosure
Portion of projected pension benefit obligation represented by the defined benefit plan (as a percent)	59.00%
Portion of projected pension plan assets represented by the defined benefit plan (as a percent)	64.00%
Non U. S. Plan
Fair value of plan assets
Fair value of plan assets at December 31	2,035	1,897
Other benefits
Changes in benefit obligations
Benefit obligation at January 1	953	889
Service cost	34	32
Interest cost	43	45
Foreign currency exchange rate changes	3	2
Amendments	(2)	(12)
Actuarial loss (gain)	115	45
Benefits paid	(53)	(63)
Settlements	0	0
Curtailments	0	0
Special termination benefits	0	3
Other	11	12
Benefit obligation at December 31	1,104	953
Fair value of plan assets
Fair value of plan assets at January 1	185	187
Actual return on plan assets	16	(4)
Employer contributions	0	0
Foreign currency exchange rate changes	0	0
Benefits paid	(2)	(1)
Settlements	0	0
Other	3	3
Fair value of plan assets at December 31	202	185
Net liability recognized	(902)	(768)
Benefits paid from company assets for unfunded pension plans	51	62
Pension and other benefit amounts recognized in our consolidated balance sheets
Noncurrent asset	0	0
Current liability	(21)	(21)
Long-term liability	(881)	(747)
Net liability recognized	$ (902)	$ (768)

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PRODUCTIVITY, INTEGRATION AND RESTRUCTURING INITIATIVES (Tables)

12 Months Ended

Dec. 31, 2012

PRODUCTIVITY INTEGRATION AND RESTRUCTURING INITIATIVES [Abstract]

Productivity and Reinvestment

The following table summarizes the balance of accrued expenses related to these productivity and reinvestment initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2012
Costs incurred	$	21		$	61		$	188		$	270
Payments	(8		)	(55		)	(167		)	(230		)
Noncash and exchange	(1		)	—			(13		)	(14		)
Accrued balance as of December 31	$	12		$	6		$	8		$	26

Productivity Initiatives

The following table summarizes the balance of accrued expenses related to productivity initiatives and the changes in the accrued amounts (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Accrued balance as of January 1	$	18		$	9		$	4		$	31
Costs incurred	71			58			61			190
Payments	(30		)	(61		)	(54		)	(145		)
Noncash and exchange	—			—			(2		)	(2		)
Accrued balance as of December 31	$	59		$	6		$	9		$	74
2011
Costs incurred	$	59		$	17		$	80		$	156
Payments	(50		)	(21		)	(71		)	(142		)
Noncash and exchange	(20		)	1			(9		)	(28		)
Accrued balance as of December 31	$	48		$	3		$	9		$	60
2012
Costs incurred	$	(8	)	$	—		$	(2	)	$	(10	)
Payments	(29		)	(2		)	(3		)	(34		)
Noncash and exchange	(2		)	—			(3		)	(5		)
Accrued balance as of December 31	$	9		$	1		$	1		$	11

Integration of CCEs North American Operations

The following table summarizes the balance of accrued expenses related to these integration initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Costs incurred	$	45		$	42		$	48		$	135
Payments	(1		)	(33		)	(34		)	(68		)
Noncash and exchange	4			—			(2		)	2
Accrued balance as of December 31	$	48		$	9		$	12		$	69
2011
Costs incurred	$	40		$	91		$	227		$	358
Payments	(40		)	(89		)	(210		)	(339		)
Noncash and exchange	—			—			3			3
Accrued balance as of December 31	$	48		$	11		$	32		$	91
2012
Costs incurred	$	(6	)	$	—		$	—		$	(6	)
Payments	(41		)	(13		)	(26		)	(80		)
Noncash and exchange	—			2			(4		)	(2		)
Accrued balance as of December 31	$	1		$	—		$	2		$	3

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INVENTORIES (Tables)

12 Months Ended

Dec. 31, 2012

Inventories [Abstract]

Inventories [Table Text Block]

Inventories consisted of the following (in millions):

December 31,	2012		2011
Raw materials and packaging	$	1,773	$	1,680
Finished goods	1,171		1,198
Other	320		214
Total inventories	$	3,264	$	3,092

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	$ 7,584	$ 6,171	$ 5,497
Defined Benefit Plan, Benefits Paid for Unfunded Plans	54	66
U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	5,549	4,274
Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	2,035	1,897
Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	202	185	187
Defined Benefit Plan, Benefits Paid for Unfunded Plans	51	62
Cash and cash equivalents | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	386	227
Cash and cash equivalents | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	299	104
Cash and cash equivalents | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	87	123
Cash and cash equivalents | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	13	86
Equity securities U.S.-based companies | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	1,881	1,395
Equity securities U.S.-based companies | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	1,844	1,362
Equity securities U.S.-based companies | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	37	33
Equity securities U.S.-based companies | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	81	70
Equity securities International-based companies | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	964	953
Equity securities International-based companies | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	324	630
Equity securities International-based companies | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	640	323
Equity securities International-based companies | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	4	13
Government bonds | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	562	773
Government bonds | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	399	358
Government bonds | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	163	415
Government bonds | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	78	2
Corporate bonds and debt securities | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	982	718
Corporate bonds and debt securities | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	856	669
Corporate bonds and debt securities | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	126	49
Corporate bonds and debt securities | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	5	6
Mutual, pooled and commingled funds | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	1,510	729
Mutual, pooled and commingled funds | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	1,057	323
Mutual, pooled and commingled funds | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	453	406
Mutual, pooled and commingled funds | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	16	3
Hedge funds/limited partnerships | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	525	489
Hedge funds/limited partnerships | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	496	458
Hedge funds/limited partnerships | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	29	31
Hedge funds/limited partnerships | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	3	2
Real estate | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	257	270
Real estate | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	248	256
Real estate | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	9	14
Real estate | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	2	2
Other | Pension benefits
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	517	617
Other | U.S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	26	114
Other | Non U. S. Plan
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	491	503
Other | Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure
Fair Value of Plan Assets	$ 0	$ 1

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
ACCOUNTS PAYABLE AND ACCRUED EXPENSES Disclosure [Abstract]
Accrued marketing	$ 2,231	$ 2,286
Other accrued expenses	2,711	2,749
Trade accounts payable	1,969	2,172
Accrued compensation	1,045	1,048
Sales, payroll and other taxes	389	405
Container deposits	335	349
Accounts payable and accrued expenses	$ 8,680	$ 9,009

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FAIR VALUE MEASUREMENTS (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended																	3 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Coca-Cola FEMSA and Mikuni	Dec. 31, 2012 Available-for-Sale Securities	Dec. 31, 2012 Equity method investments	Dec. 31, 2011 Japans events	Dec. 31, 2012 Level 1 Coca-Cola FEMSA	Dec. 31, 2011 Level 1 Coca-Cola FEMSA	Dec. 31, 2012 Level 1 Mikuni	Dec. 31, 2011 Level 1 Available-for-Sale Securities	Dec. 31, 2011 Level 3 Equity method investments	Dec. 31, 2012 Level 3 Cost method investment	Dec. 31, 2011 Level 3 Japans events Inventories	Dec. 31, 2011 Level 3 Japans events Cold-drink equipment	Dec. 31, 2012 Andina and Polar merger	Dec. 31, 2012 Andina and Polar merger Level 1 Equity method investments	Dec. 31, 2012 Philippines Bottling Operations	Dec. 31, 2012 Philippines Bottling Operations Level 3	Dec. 31, 2010 Merger of Embotelladoras Arca SAB de CV and Grupo Continental SAB Level 1 Equity method investments	Dec. 31, 2012 Other Investments Pension Plans, Defined Benefit [Member] Level 3	Dec. 31, 2011 Other Investments Pension Plans, Defined Benefit [Member] Level 3
Assets measured at fair value on a nonrecurring basis
Exchange of investment in equity securities																$ 185	$ 185
Assets held for sale																		(108)	(108)
Valuation of shares in equity method investee	76	641		10					122
Cost method investments	(16)	0											(16)
Equity Method Investments						0						(41)
Other-than-temporary impairment charges, available-for-sale securities		(17)	(26)		0						(17)
Inventories	0						(84)							(11)
Cold-drink equipment	0						(1)								(1)
Total	71	470
Premium paid for ownership interest										82
Gain (Loss) on Sale of Previously Unissued Stock by Equity Investee								92
Fair Value Measurement with Unobservable Inputs, Purchased Annuity Contracts																					510	514
Long-term Debt	16,313	15,697
Long-term Debt, Fair Value	17,157	16,360
Gain on Exchange of Equity Securities																				418
Gain (Loss) on assets held for sale		$ 0

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ACQUISITIONS AND DIVESTITURES (Details 5) (USD $) In Millions, unless otherwise specified		12 Months Ended		12 Months Ended			3 Months Ended	12 Months Ended
	Dec. 31, 2012 Total Bottling Operations Held for Sale	Dec. 31, 2012 Philippine Bottling Operations	Dec. 31, 2012 Brazilian Bottling Operations	Dec. 31, 2010 Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2011 Coca-Cola Embonor SA [Member]	Dec. 31, 2010 Leao Junior SA [Member]	Dec. 31, 2012 Philippines Bottling Operations	Dec. 31, 2010 Corporate Leao Junior SA [Member]
Divestitures
Cash, cash equivalents and short-term investments	$ 178	$ 133	$ 45
Trade Accounts Receivable, less allowances	196	108	88
Inventories	272	187	85
Prepaid expenses and other assets	397	223	174
Other Assets	135	7	128
Property, plant and equipment - net	1,260	841	419
Bottlers' franchise rights with indefinite lives	471	341	130
Goodwill	170	148	22
Other intangible assets	1	0	1
Allowance for reduction of assets held for sale	(107)	(107)	0
Total Assets	2,973	1,881	1,092
Accounts payable and accrued expenses	398	241	157
Loans and notes payable	6	0	6
Current maturities of long-term debt	28	0	28
Accrued income taxes	0	(4)	4
Long-term debt	147	0	147
Other liabilities	95	20	75
Deferred income taxes	122	102	20
Total liabilities	796	359	437
Proceeds from the disposal of bottling companies and other investments						83
Percentage of Sale of Investments in Subsidiary								50.00%
Proceeds from Divestiture of Businesses				900	394
Loss on disposal group held for sale							108
Transaction cost related to acquisition and divestiture		$ 1

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COMMITMENTS AND CONTINGENCIES (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended				12 Months Ended	144 Months Ended
	Dec. 31, 2012	Dec. 31, 2012 North america [Member]	Dec. 31, 2012 United States	Dec. 31, 2012 Guarantees of indebtedness owed by third parties	Dec. 31, 2012 Aqua-Chem, Inc. (now know as Cleaver-Brooks, Inc.)	Dec. 31, 1981 Aqua-Chem, Inc. (now know as Cleaver-Brooks, Inc.)	Dec. 31, 2012 Risk Management Programs	Dec. 31, 2011 Risk Management Programs
Loss Contingencies By Nature Of Contingency Line Items
Low end of range for which insurance coverage for substantially all defense and indemnity costs would be available					10
High end of range for which insurance coverage for substantially all defense and indemnity costs would be available					15
Period for which Defense and Indemnity Costs are in Same Range					5
Guarantees
Guarantees of indebtedness owed by third parties				$ 671
Guarantees of indebtedness related to VIEs				294
Legal Contingencies
Loss contingency insurance policy purchased						400
Third Party Number of Pending Active Claims					40,000
Number of plaintiff insurance companies filing declaratory judgment action against Aqua-Chem, the Company, and defendant insurance companies					5
Number of insurance companies included as defendants in declaratory judgment requested by plaintiff					16
Approximate amount of out-of-pocket litigation related expenses demanded as reimbursement by plaintiff					10
Wisconsin trial court final declaratory judgment of each individual insurer's joint and several liability percentage of plaintiff's losses up to policy limits					100.00%
Risk Management Programs
Self-insurance reserves							508	527
Workforce (Unaudited)
Number of associates	150,900		68,300
Number of associates covered by collective bargaining agreements		17,900
Collective bargaining agreements period, low end of range (in years)		3
Collective bargaining agreements period, high end of range (in years)		5
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2013	233
2014	162
2015	128
2016	101
2017	72
Thereafter	235
Total minimum operating lease payments	$ 931

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INCOME TAXES (Details 3) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Deferred tax asset valuation allowances
Valuation Allowance, Deferred Tax Asset, Increase (Decrease) in Amount	$ (372)	$ (91)	$ 269
Valuation Allowance of Deferred Tax Assets [Member]
Deferred tax asset valuation allowances
Balance at beginning of year	859	950	681
Increase due to our acquisition of CCE's former North American business	0	0	291
Additions	126	138	115
Decrease due to transfer to assets held for sale	(146)	0	0
Deductions	(352)	(229)	(137)
Balance at end of year	$ 487	$ 859	$ 950

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details 4) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Pension benefits
Net periodic pension and other Postretirement benefit cost
Service cost	$ 291	$ 249	$ 143
Interest cost	388	391	260
Expected return on plan assets	(573)	(508)	(285)
Amortization of prior service cost (credit)	(2)	5	5
Amortization of actuarial loss	137	82	83
Net periodic benefit cost (credit)	241	219	206
Settlement charge	3	3	6
Curtailment charge	6	0	0
Special termination benefits	1	8	0
Total cost (credit) recognized in the statement of income	251	230	212
Changes in AOCI for our benefit plans, pretax
Beginning balance in AOCI	(2,169)	(1,101)
Recognized prior service cost (credit)	(2)	5
Recognized net actuarial loss (gain)	140	85
Prior service credit (cost) arising in the current year	3	57
Net actuarial (loss) gain arising in the current year	(1,009)	(1,208)
Foreign currency translation gain (loss)	5	(7)
Ending balance in AOCI	(3,032)	(2,169)	(1,101)
Prior service credit (cost)	16	14
Net actuarial loss	(3,048)	(2,183)
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract]
Amounts in AOCI expected to be recognized as component of net periodic pension cost in next fiscal year	235
Amortization of prior service cost (credit)	(3)
Amortization of actuarial loss	238
Weighted average assumptions used in computing the benefit obligations
Discount rate (as a percent)	4.00%	4.75%
Rate of increase in compensation levels (as a percent)	3.50%	3.25%
Weighted-average assumptions used in computing net periodic benefit cost
Discount rate (as a percent)	4.75%	5.50%	5.75%
Rate of increase in compensation levels (as a percent)	3.25%	4.00%	3.75%
Expected long-term rate of return on plan assets (as a percent)	8.25%	8.25%	8.00%
U.S. Plan
Weighted-average assumptions used in computing net periodic benefit cost
Expected long-term rate of return on plan assets (as a percent)	8.50%
The 10-year annualized return on plan assets (as a percent)	8.40%
The 15-year annualized return on plan assets (as a percent)	6.10%
Annualized return on plan assets since inception (as a percent)	11.00%
Other benefits
Net periodic pension and other Postretirement benefit cost
Service cost	34	32	24
Interest cost	43	45	30
Expected return on plan assets	(8)	(8)	(8)
Amortization of prior service cost (credit)	(52)	(61)	(61)
Amortization of actuarial loss	6	2	3
Net periodic benefit cost (credit)	23	10	(12)
Settlement charge	0	0	0
Curtailment charge	0	0	0
Special termination benefits	0	3	1
Total cost (credit) recognized in the statement of income	23	13	(11)
Changes in AOCI for our benefit plans, pretax
Beginning balance in AOCI	(34)	72
Recognized prior service cost (credit)	(52)	(61)
Recognized net actuarial loss (gain)	6	2
Prior service credit (cost) arising in the current year	2	12
Net actuarial (loss) gain arising in the current year	(107)	(57)
Foreign currency translation gain (loss)	(1)	(2)
Ending balance in AOCI	(186)	(34)	72
Prior service credit (cost)	23	73
Net actuarial loss	(209)	(107)
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract]
Amounts in AOCI expected to be recognized as component of net periodic pension cost in next fiscal year	1
Amortization of prior service cost (credit)	(10)
Amortization of actuarial loss	$ 11
Weighted average assumptions used in computing the benefit obligations
Discount rate (as a percent)	4.00%	4.75%
Weighted-average assumptions used in computing net periodic benefit cost
Discount rate (as a percent)	4.75%	5.25%	5.50%
Expected long-term rate of return on plan assets (as a percent)	4.75%	4.75%	4.75%

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OTHER COMPREHENSIVE INCOME (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
AOCI attributable to the shareowners of The Coca-Cola Company
Accumulated other comprehensive income (loss)	$ (3,385)	$ (2,774)
After-Tax Amount
Net foreign currency translation adjustment	(182)	(692)	(947)
Derivatives:
Net gain (loss) on derivatives	99	145	(120)
Available-for-sale securities:
Net change in unrealized gain (loss) on available-for-sale securities	178	(7)	102
Pension and other benefits liabilities:
Net change in pension and other benefit liabilities	(668)	(763)	282
TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
AOCI attributable to the shareowners of The Coca-Cola Company
Foreign currency translation adjustment	(1,665)	(1,445)
Accumulated derivative net gains (losses)	46	(53)
Unrealized net gains (losses) on available-for-sale securities	338	160
Adjustment to pension and other benefit liabilities	(2,104)	(1,436)
Accumulated other comprehensive income (loss)	(3,385)	(2,774)
Before-Tax Amount
Net foreign currency translation adjustment	(219)	(639)	(966)
Derivatives:
Unrealized gains (losses) arising during the year	77	(3)	(239)
Reclassification adjustments recognized in net income	82	243	17
Net gain (loss) on derivatives	159	240	(222)
Available-for-sale securities:
Unrealized gains (losses) arising during the year	248	(4)	115
Reclassification adjustments recognized in net income	(6)	10	18
Net change in unrealized gain (loss) in available-for-sale securities	242	6	133
Pension and other benefit liabilities:
Net pension and other benefits arisign during the year	(1,132)	(1,206)	397
Reclassification adjustments recognized in net income	92	31	35
Net change in pension and other benefits liabilities	(1,040)	(1,175)	432
Other comprehensive income (loss) attributable to The Coca-Cola Company	(858)	(1,568)	(623)
Income Tax
Net foreign currency translation adjustment	(1)	(1)	31
Derivatives:
Unrealized gains (losses) arising during the year	(29)	(1)	108
Reclassification adjustments recognized in net income	(31)	(94)	(6)
Net gain (loss) on derivatives	(60)	(95)	102
Availiable-for-sale securities:
Unrealized gains (losses) arising during the year	(64)	(8)	(25)
Reclassification adjustments recognized in net income	0	(5)	(6)
Net change in unrealized gain (loss) on availiable-for-sale securities	(64)	(13)	(31)
Pension and other benefits liabilities:
Net pension and other benefits arising during the year	405	423	(139)
Reclassification adjustments recognized in income	(33)	(11)	(11)
Net change in pension and other benefit liabilities	372	412	(150)
Other comprehensive income (loss) attributable to The Coca-Cola Company	247	303	(48)
After-Tax Amount
Net foreign currency translation adjustment	(220)	(640)	(935)
Derivatives:
Unrealized gains (losses) arising during the year	48	(4)	(131)
Reclassification adjustments recognized in net income	51	149	11
Net gain (loss) on derivatives	99	145	(120)
Available-for-sale securities:
Unrealized gains (losses) arising during the year	184	(12)	90
Reclassification adjustments recognized in net income	(6)	5	12
Net change in unrealized gain (loss) on available-for-sale securities	178	(7)	102
Pension and other benefits liabilities:
Net pension and other benefits arising during the year	(727)	(783)	258
Reclassification adjustments recognized in net income	59	20	24
Net change in pension and other benefit liabilities	(668)	(763)	282
Other comprehensive income (loss) attributable to The Coca-Cola Cpmpany	$ (611)	$ (1,265)	$ (671)

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STOCK COMPENSATION PLANS (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended	12 Months Ended								12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended			12 Months Ended					12 Months Ended
	Sep. 28, 2012	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Jul. 27, 2012	Jun. 29, 2012	Dec. 31, 2012 2010-2012 Performance Period	Dec. 31, 2012 2011-2013 Performace Period	Dec. 31, 2012 2012 to 2014 Performance Period	Dec. 31, 2012 CCE's North American business	Dec. 31, 2010 CCE's North American business	Dec. 31, 2010 CCE's North American business Performance Period 2008-2010, 2009 and 2010	Dec. 31, 2011 CCE's North American business Performance Period 2008-2010 and 2010	Dec. 31, 2010 CCE's North American business 2009 Performance Period	Dec. 31, 2012 CCE's North American business 2009 Performance Period	Dec. 31, 2010 CCE's North American business 2009 Performance Period	Oct. 02, 2010 CCE's North American business 2009 Performance Period	Dec. 31, 2012 CCE's North American business CCE 2007 Performance Grants	Dec. 31, 2012 Stock Options	Dec. 31, 2012 1999 Option Plan	Dec. 31, 2012 2002 Option Plan	Dec. 31, 2012 2008 Option Plan	Dec. 31, 2012 Stock options granted in December 2003 and thereafter	Dec. 31, 2012 Stock options granted from 1999 through July 2003	Dec. 31, 2012 Performance share units	Dec. 31, 2011 Performance share units	Dec. 31, 2010 Performance share units	Dec. 31, 2012 Restricted stock	Dec. 31, 2011 Restricted stock	Dec. 31, 2010 Restricted stock	Dec. 31, 2012 1989 Restricted Stock Award Plan	Dec. 31, 2012 1983 Restricted Stock Award Plan	Dec. 31, 2012 Time-Based Restricted Stock Unit Awards	Dec. 31, 2012 Time-Based Restricted Stock Unit Awards CCE's North American business	Dec. 31, 2012 Performance-based Restricted Stock Unit Awards
STOCK COMPENSATION PLANS [Abstract]
Total stock-based compensation expense		$ 259	$ 354	$ 380
Total income tax benefit recognized in consolidated statements of income for share-based compensation arrangements		72	99	110
Total unrecognized compensation cost related to nonvested share-based compensation arrangements granted		467
Weighted-average period over which the total unrecognized compensation cost is expected to be recognized (in years)		1 year 9 months 18 days
Stock-based compensation awards
Vesting period of stock-based awards (in years)										3 years									4 years
Weighted-average assumptions used in the Black Scholes Merton option pricing model
Fair value of options at grant date (in dollars per share)		$ 3.80	$ 4.64	$ 4.70
Dividend yield (as a percent)		2.70%	2.70%	2.90%
Expected volatility (as a percent)		18.00%	19.00%	20.00%
Risk-free interest rate (as a percent)		1.00%	2.30%	3.00%
Expected term of the option (in years)		5 years	5 years	6 years
Share-based compensation disclosure
Common stock was approved to be issued or transferred through the grant of stock options (in shares)																				240,000,000	240,000,000	280,000,000
Granted (in shares)		53,000,000
Exercised (in shares)		(61,000,000)	(65,000,000)	(73,000,000)
Forfeited/expired (in shares)		(6,000,000)
Outstanding on December 31 (in shares)		309,000,000	323,000,000							4,000,000
Expected to vest at December 31, 2012 (in shares)		305,000,000
Granted, Weighted-Average Exercise Price (in dollars per share)		$ 34.40
Exercised, Weighted-Average Exercise Price (in dollars per share)		$ 24.43
Forfeited/expired, Weighted-Average Exercise Price (in dollars per share)		$ 30.01
Outstanding on December 31, Weighted-Average Exercise Price (in dollars per share)		$ 27.27	$ 25.62							$ 18.32
Expected to vest at December 31, 2012, Weighted-Average Exercise Price (in dollars per share)		$ 27.20
Expected to Vest, Weighted Average Remaining Contractual Life (in years)		5 years 9 months 15 days
Outstanding on December 31, 2012, Weighted-Average Remaining Contractual Life (in years)		P5Y9M26D
Exercisable on December 31, 2012, Weighted-Average Remaining Contractual Life (in years)		4 years 4 months 28 days
Outstanding on December 31, 2012, Aggregate Intrinsic Value (in dollars)		2,777
Expected to vest at December 31, 2012, Aggregate Intrinsic Value (in dollars)		2,765
Exercisable on December 31, 2012, Aggregate Intrinsic Value (in dollars)		2,200
Expiration period of stock-based awards (in years)										10													10	15
Total intrinsic value of options exercised		780	631	524
Number of Shares Available for Grant (in shares)		132,000,000								29,000,000																		32,000,000			80,000,000	48,000,000
Summary disclosures
Paid in cash equivalent (in shares)		(16,267)																							(16,000)	(19,462)	(27,650)
Canceled/forfeited (in shares)																									(800,000)			(44,000)
Outstanding on December 31 (in shares)																									17,584,000	11,366,000
Granted																									7,034,000
Outstanding on January 1, 2011, Weighted-Average Grant-Date Fair Value (in dollars per share)																									$ 25.41			$ 26.53
Granted, Weighted-Average Grant-Date Fair Value (in dollars per share)												$ 29.56													$ 29.95	$ 25.58	$ 25.17
Paid in cash equivalent, Weighted-Average Grant-Date Fair Value (in dollars per share)																									$ 27.30
Canceled/forfeited, Weighted-Average Grant-Date Fair Value (in dollars per share)																									$ 27.71			$ 26.54
Outstanding on December 31, 2012, Weighted-Average Grant-Date Fair Value (in dollars per share)																									$ 28.01	$ 25.41		$ 26.54	$ 26.53
Restricted shares units vested and released (in shares)		(4,301,732)	(2,084,912)	(1,850,466)																					4,302,000
Vested and released, Weighted-Average Grant-Date Fair Value (in dollars per share)																									$ 26.53
Share-based Compensation Arrangement by Share-based Payment Award Performance Share Unit Projected Payout Percentage													200.00%				200.00%
Number of shares issued due to modification in the performance awards													3,100,000	2,800,000	600,000
Intrinsic value of shares issued due to modification in the performance awards													98		22	91
Outstanding performance share units at the Threshold Award Level (in shares)		8,800,000
Outstanding performance share units at the Maximum Award Level (in shares)		26,400,000
Performance share awards paid in cash equivalent, value		0.6	0.7	0.7
Performance period for determining the number of shares earned by an employee, low end of the range (in years)																		1
Performance period for determining number of shares earned by employee, high end of the range (in years)																		3
Maximum percentage of target up to which additional shares may be granted (as a percent)																		200.00%
Replacement performance share unit awards at target (in shares)												3,300,000
Accelerated Share-based Compensation Expense											74
Restricted shares vested and released under performance share unit awards, total intrinsic value																												$ 148	$ 72	$ 58
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		3 years
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Holding Period Awards, Granted before 2008		2 years
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Holding Period Awards Granted 2008 and beyond		1 year
Common Stock, Shares Authorized		11,200,000,000	11,200,000,000		11,200,000,000	5,600,000,000
Stockholders' Equity Note, Stock Split, Conversion Ratio	2
Exercisable (in shares) Dec 31		194,000,000
Exercisable on dec 31, weighted average exercise price (in dollars per share)		$ 24.92
Performance share units outstanding based on the target award amounts (in shares)							5,105,000	5,655,000	6,824,000						100,000										98,000	4,444,000							774,000	65,000	92,000

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INTANGIBLE ASSETS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets	$ 26,298	$ 26,532
Definite-lived Intangible Assets
Gross carrying amount	1,546	1,582
Accumulated amortization	(507)	(445)
Net definite-lived intangible assets	1,039	1,137
Total amortization expense for intangible assets subject to amortization	173	192	102
Amortization Expense
2013	161
2014	153
2015	148
2016	142
2017	90
Customer Relationships
Definite-lived Intangible Assets
Gross carrying amount	622	619
Accumulated amortization	(166)	(126)
Net definite-lived intangible assets	456	493
Bottlers' Franchise Rights
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets	7,405	7,770
Definite-lived Intangible Assets
Gross carrying amount	730	668
Accumulated amortization	(221)	(119)
Net definite-lived intangible assets	509	549
Trademarks
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets	6,527	6,430
Definite-lived Intangible Assets
Gross carrying amount	65	99
Accumulated amortization	(43)	(70)
Net definite-lived intangible assets	22	29
Goodwill
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets	12,255	12,219
Other.
Indefinite-lived Intangible Assets
Indefinite-lived intangible assets	111	113
Definite-lived Intangible Assets
Gross carrying amount	129	196
Accumulated amortization	(77)	(130)
Net definite-lived intangible assets	$ 52	$ 66

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SIGNIFICANT OPERATING AND NONOPERATING ITEMS

12 Months Ended

Dec. 31, 2012

Significant Operating and Nonoperating Items disclosure [Abstract]

SIGNIFICANT OPERATING AND NONOPERATING ITEMS

SIGNIFICANT OPERATING AND NONOPERATING ITEMS

Other Operating Items

In December 2011, the Company detected that orange juice being imported from Brazil contained residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products. As a result, we began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice and incurred charges of $13 million during the year ended December 31, 2012. These charges were recorded in the line item cost of goods sold in our consolidated statement of income.

On March 11, 2011, a major earthquake struck off the coast of Japan, resulting in a tsunami that devastated the northern and eastern regions of the country. As a result of these events, the Company made a donation to a charitable organization to establish the Coca-Cola Japan Reconstruction Fund, which has helped rebuild schools and community facilities across the impacted areas of the country. The Company recorded total charges of $84 million related to these events during the year ended December 31, 2011, including $23 million in deductions from revenue, $11 million in cost of goods sold and $50 million in other operating charges. The charges of $23 million recorded in deductions from revenue were primarily related to funds we provided our local bottling partners to enable them to continue producing and distributing our beverage products in the affected regions. This support not only helped restore our business operations in the impacted areas, but it also assisted our bottling partners in meeting the evolving customer and consumer needs as the recovery and rebuilding efforts advanced. The charges of $11 million recorded in cost of goods sold were primarily related to Company-owned inventory that was destroyed or lost. The charges of $50 million recorded in other operating charges were primarily related to the donation discussed above and included an impairment charge of $1 million related to certain Company-owned fixed assets. These fixed assets primarily consisted of Company-owned vending equipment and coolers that were damaged or lost as a result of these events. Refer to Note 16 for the fair value disclosures related to the inventory and fixed asset charges described above. Refer to Note 19 for the impact these charges had on our operating segments.

Other Operating Charges

In 2012, the Company incurred other operating charges of $447 million, which primarily consisted of $270 million associated with the Company's productivity and reinvestment program; $163 million related to the Company's other restructuring and integration initiatives; $20 million due to changes in the Company's ready-to-drink tea strategy as a result of our U.S. license agreement with Nestlé S.A. ("Nestlé") terminating at the end of 2012; and $8 million due to costs associated with the Company detecting carbendazim in orange juice imported from Brazil for distribution in the United States as described above. These charges were partially offset by reversals of $10 million associated with the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives as well as reversals of $6 million associated with the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18 for additional information on our productivity and reinvestment program as well as the Company's other productivity, integration and restructuring initiatives. Refer to Note 19 for the impact these charges had on our operating segments.

In 2011, the Company incurred other operating charges of $732 million, which primarily consisted of $633 million associated with the Company's productivity, integration and restructuring initiatives; $50 million related to the events in Japan described above; $35 million of costs associated with the merger of Arca and Contal; and $10 million associated with the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. Refer to the discussion of the merger of Arca and Contal below for additional information on the transaction. Refer to Note 19 for the impact these charges had on our operating segments.

In 2010, the Company incurred other operating charges of $819 million, which consisted of $478 million related to the Company's productivity, integration and restructuring initiatives; $250 million related to charitable contributions; $81 million due to transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and $10 million of charges related to bottling activities in Eurasia. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. The charitable contributions were primarily attributable to a cash donation to The Coca-Cola Foundation. Refer to Note 2 for additional information related to the transaction costs. Refer to Note 19 for the impact these charges had on our operating segments.

Other Nonoperating Items

Equity Income (Loss) — Net

The Company recorded a net gain of $8 million and net charges of $53 million and $66 million in equity income (loss) — net during the years endedDecember 31, 2012, 2011 and 2010, respectively. These amounts primarily represent the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees.

In 2012, the Company also recorded a charge of $11 million related to changes in the structure of Beverage Partners Worldwide ("BPW"), our 50/50 joint venture with Nestlé in the ready-to-drink tea category. These changes resulted in the joint venture focusing its geographic scope primarily on Europe and Canada. The Company accounts for our investment in BPW under the equity method of accounting.

Refer to Note 19 for the impact these items had on our operating segments.

Other Income (Loss) — Net

In 2012, the Company recognized a gain of $185 million as a result of the merger of Andina and Polar, with Andina being the acquiring company. Prior to this transaction, the Company held an investment in Andina that we accounted for as an available-for-sale security as well as an investment in Polar that we accounted for under the equity method of accounting. The merger of the two companies was a noncash transaction that resulted in Polar shareholders exchanging their existing Polar shares for newly issued shares of Andina at a specified exchange rate. As a result, the Company now holds an investment in Andina that we account for as an equity method investment. This gain impacted the Corporate operating segment. Refer to Note 19. Refer to Note 16 for additional information on the measurement of the gain.

On December 13, 2012, the Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated Philippine bottling operations. As a result of this agreement, the Company was required to classify our Philippine bottling operations as held for sale in our consolidated balance sheet as of December 31, 2012. We also recognized a loss of $108 million during the year ended December 31, 2012, based on the agreed-upon sale price and related transaction costs. This loss impacted the Corporate operating segment. Refer to Note 19.

The Company also recognized a gain of $92 million as a result of Coca-Cola FEMSA issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. This gain impacted the Corporate operating segment. Refer to Note 19. Refer to Note 16 for additional information on the measurement of the gain.

During the year ended December 31, 2012, the Company recorded a charge of $82 million due to the acquisition of an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. Although the Company paid this premium to obtain specific rights that have an economic and strategic value to the Company, they do not qualify as an asset and were recorded as expense on the acquisition date. This charge impacted the Corporate operating segment. Refer to Note 19. The Company accounts for our investment in Mikuni under the equity method of accounting.

The Company also recognized charges of $16 million during the year ended December 31, 2012, due to other-than-temporary declines in the fair values of certain cost method investments. These charges impacted the Corporate operating segment. Refer to Note 19.

In 2011, the Company recognized a net gain of $417 million, primarily as a result of the merger of Arca and Contal, two bottling partners headquartered in Mexico, into a combined entity known as Arca Contal. Prior to this transaction the Company held an investment in Contal that we accounted for under the equity method of accounting. The merger of the two companies was a noncash transaction that resulted in Contal shareholders exchanging their existing Contal shares for new shares in Arca Contal at a specified exchange rate. Refer to Note 16 for additional information on the measurement of the gain. As a result, the Company now holds an investment in Arca Contal that we account for as an available-for-sale security. This net gain impacted the Corporate operating segment. Refer to Note 19.

The Company also recognized a net gain of $122 million during 2011, primarily as a result of Coca-Cola FEMSA issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. The gains the Company recognized as a result of the previous transactions were partially offset by charges associated with certain of the Company's equity method investments in Japan. In addition, the Company recognized a gain of $102 million during 2011 related to the sale of our investment in Embonor. Refer to Note 2 for additional information. Refer to Note 19 for the impact these items had on our operating segments.

During 2011, the Company recorded charges of $41 million due to the impairment of an investment in an entity accounted for under the equity method of accounting and $17 million due to other-than-temporary declines in the fair value of certain of the Company's available-for-sale securities. Refer to Note 16 for additional fair value information related to these impairments. The Company also recorded a charge of $5 million related to the finalization of working capital adjustments associated with the sale of our Norwegian and Swedish Bottling operations to New CCE during the fourth quarter of 2010. This charge reduced the amount of our previously reported gain on the sale of these bottling operations. Refer to Note 19 for the impact these charges had on our operating segments.

In 2010, the Company recognized gains of $4,978 million related to the remeasurement of our equity investment in CCE to fair value; $597 million due to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE; and $23 million as a result of the sale of 50 percent of our investment in Leão Junior, which was a wholly owned subsidiary of the Company prior to this transaction. Refer to Note 2 for additional information related to our acquisition of CCE's former North America business and the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE. The gain on the Leão Junior transaction consisted of two parts: (1) the difference between the consideration received and 50 percent of the carrying value of our investment and (2) the fair value adjustment for our remaining 50 percent ownership. We have accounted for our remaining investment in Leão Junior under the equity method of accounting since the close of this transaction. The gains related to these transactions impacted our Corporate operating segment. Refer to Note 19.

During 2010, in addition to the transaction gains, the Company recorded charges of $265 million related to preexisting relationships with CCE and $103 million due to the remeasurement of our Venezuelan subsidiary's net assets. The charges related to preexisting relationships with CCE were primarily due to the write-off of our investment in infrastructure programs with CCE. Refer to Note 6 for additional information related to our preexisting relationships with CCE. The remeasurement loss related to our Venezuelan subsidiary's net assets was due to the Venezuelan government announcing a currency devaluation and Venezuela becoming a hyperinflationary economy subsequent to December 31, 2009. As a result, our local subsidiary was required to use the U.S. dollar as its functional currency, and the remeasurement gains and losses were recorded in other income (loss) — net. This charge impacted the Corporate operating segment. Refer to Note 19.

Also during 2010, the Company recorded charges of $48 million related to other-than-temporary impairments of available-for-sale securities and an equity method investment and a donation of preferred shares in one of our equity method investees. Refer to Note 19 for the impact these charges had on our operating segments.

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Not primary beneficiary
Variable interest entity
VIEs maximum exposures to loss	$ 1,776	$ 1,183
Primary beneficiary
Variable interest entity
VIEs maximum exposures to loss	$ 234	$ 199

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Tables)

12 Months Ended

Dec. 31, 2012

Pension and Other Postretirement Benefit Plans [Abstract]

Changes in benefit obligations and the fair value of plan assets for our benefit plans

The following table sets forth the changes in benefit obligations and the fair value of plan assets for our benefit plans (in millions):

	Pension Benefits						Other Benefits
	2012			2011			2012			2011
Benefit obligation at beginning of year1	$	8,255		$	7,292		$	953		$	889
Service cost	291			249			34			32
Interest cost	388			391			43			45
Foreign currency exchange rate changes	(7		)	30			3			2
Amendments	(3		)	(57		)	(2		)	(12		)
Actuarial loss (gain)	1,259			773			115			45
Benefits paid2	(420		)	(440		)	(53		)	(63		)
Settlements	(35		)	(24		)	—			—
Curtailments	6			—			—			—
Special termination benefits	1			8			—			3
Other3	(42		)	33			11			12
Benefit obligation at end of year1	$	9,693		$	8,255		$	1,104		$	953
Fair value of plan assets at beginning of year	$	6,171		$	5,497		$	185		$	187
Actual return on plan assets	822			73			16			(4		)
Employer contributions	1,056			1,001			—			—
Foreign currency exchange rate changes	(17		)	(1		)	—			—
Benefits paid	(366		)	(374		)	(2		)	(1		)
Settlements	(34		)	(27		)	—			—
Other3	(48		)	2			3			3
Fair value of plan assets at end of year	$	7,584		$	6,171		$	202		$	185
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

¹  For pension benefit plans, the benefit obligation is the projected benefit obligation. For other benefit plans, the benefit obligation is the accumulated postretirement benefit obligation. The accumulated benefit obligation for our pension plans was $9,345 million and $7,958 million as of December 31, 2012 and 2011, respectively.

²  Benefits paid to pension plan participants during 2012 and 2011 included $54 million and $66 million, respectively, in payments related to unfunded pension plans that were paid from Company assets. Benefits paid to participants of other benefit plans during 2012 and 2011 included $51 million and $62 million, respectively, that were paid from Company assets.

³  In 2012, primarily relates to the transfer of assets and liabilities associated with the Company's consolidated Philippine bottling operations to assets held for sale and liabilities held for sale as of December 31, 2012. Refer to Note 2 for additional information.

Pension and other benefit amounts recognized in consolidated balance sheets

Pension and other benefit amounts recognized in our consolidated balance sheets are as follows (in millions):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
Noncurrent asset	$	395		$	468		$	—		$	—
Current liability	(73		)	(68		)	(21		)	(21		)
Long-term liability	(2,431		)	(2,484		)	(881		)	(747		)
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

Schedule of pension plans with projected benefit obligation in excess of fair value of plan assets

For these plans, the projected benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Projected benefit obligation	$	9,161	$	7,591
Fair value of plan assets	6,659		5,048

Accumulated benefit obligations in excess of fair value of plan assets

For these plans, the accumulated benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Accumulated benefit obligation	$	8,736	$	7,277
Fair value of plan assets	6,546		4,998

Total pension assets for U.S. and non-U.S. plans

The following table presents total assets for our U.S. and non-U.S. pension plans (in millions):

	U.S. Plans				Non-U.S. Plans
December 31,	2012		2011		2012		2011
Cash and cash equivalents	$	299	$	104	$	87	$	123
Equity securities:
U.S.-based companies	1,844		1,362		37		33
International-based companies	324		630		640		323
Fixed-income securities:
Government bonds	399		358		163		415
Corporate bonds and debt securities	856		669		126		49
Mutual, pooled and commingled funds1	1,057		323		453		406
Hedge funds/limited partnerships	496		458		29		31
Real estate	248		256		9		14
Other	26		114		491		503
Total pension plan assets2	$	5,549	$	4,274	$	2,035	$	1,897

¹  Mutual, pooled and commingled funds include investments in equity securities, fixed-income securities and combinations of both. There are a significant number of mutual, pooled and commingled funds from which investors can choose. The selection of the type of fund is dictated by the specific investment objectives and needs of a given plan. These objectives and needs vary greatly between plans.

²  Fair value disclosures related to our pension assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

Other postretirement benefit plan assets

The following table presents total assets for our other postretirement benefit plans (in millions):

December 31,	2012		2011
Cash and cash equivalents	$	13	$	86
Equity securities:
U.S.-based companies	81		70
International-based companies	4		13
Fixed-income securities:
Government bonds	78		2
Corporate bonds and debt securities	5		6
Mutual, pooled and commingled funds	16		3
Hedge funds/limited partnerships	3		2
Real estate	2		2
Other	—		1
Total other postretirement benefit plan assets1	$	202	$	185

¹  Fair value disclosures related to our other postretirement benefit plan assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

Net periodic benefit cost for pension and other postretirement benefit plans

Net periodic benefit cost for our pension and other postretirement benefit plans consisted of the following (in millions):

	Pension Benefits									Other Benefits
Year Ended December 31,	2012			2011			2010			2012			2011			2010
				As Adjusted
Service cost	$	291		$	249		$	143		$	34		$	32		$	24
Interest cost	388			391			260			43			45			30
Expected return on plan assets	(573		)	(508		)	(285		)	(8		)	(8		)	(8		)
Amortization of prior service cost (credit)	(2		)	5			5			(52		)	(61		)	(61		)
Amortization of actuarial loss	137			82			83			6			2			3
Net periodic benefit cost (credit)	$	241		$	219		$	206		$	23		$	10		$	(12	)
Settlement charge	3			3			6			—			—			—
Curtailment charge	6			—			—			—			—			—
Special termination benefits1	1			8			—			—			3			1
Total cost (credit) recognized in the statements of income	$	251		$	230		$	212		$	23		$	13		$	(11	)

¹  The special termination benefits primarily relate to the Company's productivity, restructuring and integration initiatives. Refer to Note 18 for additional information related to our productivity, restructuring and integration initiatives.

Changes in AOCI for benefit plans

The following table sets forth the changes in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Beginning balance in AOCI	$	(2,169	)	$	(1,101	)	$	(34	)	$	72
Recognized prior service cost (credit)	(2		)	5			(52		)	(61		)
Recognized net actuarial loss (gain)	140			85			6			2
Prior service credit (cost) arising in current year	3			57			2			12
Net actuarial (loss) gain arising in current year	(1,009		)	(1,208		)	(107		)	(57		)
Foreign currency translation gain (loss)	5			(7		)	(1		)	(2		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

Amounts in AOCI for benefit plans (pretax)

The following table sets forth amounts in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Prior service credit (cost)	$	16		$	14		$	23		$	73
Net actuarial loss	(3,048		)	(2,183		)	(209		)	(107		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

Amounts in AOCI expected to be recognized as components of net periodic pension cost in next fiscal year

Amounts in AOCI expected to be recognized as components of net periodic pension cost in 2013 are as follows (in millions, pretax):

	Pension Benefits			Other Benefits
Amortization of prior service cost (credit)	$	(3	)	$	(10	)
Amortization of actuarial loss	238			11
	$	235		$	1

Certain weighted average assumptions used in computing the benefit obligations and net periodic benefit cost

Certain weighted-average assumptions used in computing the benefit obligations are as follows:

	Pension Benefits				Other Benefits
December 31,	2012		2011		2012		2011
Discount rate	4.00	%	4.75	%	4.00	%	4.75	%
Rate of increase in compensation levels	3.50	%	3.25	%	N/A		N/A

Certain weighted-average assumptions used in computing net periodic benefit cost are as follows:

	Pension Benefits						Other Benefits
December 31,	2012		2011		2010		2012		2011		2010
Discount rate	4.75	%	5.50	%	5.75	%	4.75	%	5.25	%	5.50	%
Rate of increase in compensation levels	3.25	%	4.00	%	3.75	%	N/A		N/A		N/A
Expected long-term rate of return on plan assets	8.25	%	8.25	%	8.00	%	4.75	%	4.75	%	4.75	%

Assumed health care cost trend rates

The assumed health care cost trend rates are as follows:

December 31,	2012		2011
Health care cost trend rate assumed for next year	8.00	%	8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	5.00	%	5.00	%
Year that the rate reaches the ultimate trend rate	2019		2018

Estimated future benefit payments for funded and unfunded plans

Our estimated future benefit payments for funded and unfunded plans are as follows (in millions):

Year Ended December 31,	2013		2014		2015		2016		2017		2018-2022
Pension benefit payments	$	452	$	473	$	493	$	510	$	542	$	2,929
Other benefit payments1	58		61		64		65		66		352
Total estimated benefit payments	$	510	$	534	$	557	$	575	$	608	$	3,281

¹  The expected benefit payments for our other postretirement benefit plans are net of estimated federal subsidies expected to be received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003. Federal subsidies are estimated to be approximately $18 million for the period 2013–2017, and $22 million for the period 2018–2022.

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DEBT AND BORROWING ARRANGEMENTS (Details 2) (USD $) In Millions, unless otherwise specified	0 Months Ended	3 Months Ended			12 Months Ended						3 Months Ended	12 Months Ended				12 Months Ended		12 Months Ended	3 Months Ended									0 Months Ended	3 Months Ended	12 Months Ended		0 Months Ended								12 Months Ended
	Nov. 30, 2010	Dec. 31, 2011	Sep. 30, 2011	Jul. 01, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Notes due on March 14 2014	Dec. 31, 2012 Notes due on March 13 2015	Dec. 31, 2012 Notes due on March 14 2018	Dec. 31, 2010 Long-term notes	Dec. 31, 2010 Total principal notes due May 15, 2012	Nov. 15, 2010 Total principal notes due May 15, 2012	Nov. 15, 2010 Total principal notes due November 15, 2013	Nov. 15, 2010 Total principal notes due November 15, 2015	Dec. 31, 2011 Total principal notes due September 1 2016	Nov. 15, 2010 Total principal notes due November 15, 2020	Dec. 31, 2011 Total principal notes due September 1 2021	Apr. 01, 2011 U.K. pound sterling notes	Dec. 31, 2012 U.S. dollar zero coupon notes due in 2020	Dec. 31, 2011 U.S. dollar zero coupon notes due in 2020	Dec. 31, 2012 U.S. dollar notes due 2013-2093	Dec. 31, 2011 U.S. dollar notes due 2013-2093	Dec. 31, 2012 US dollar debentures due 2017 through 2098	Dec. 31, 2011 US dollar debentures due 2017 through 2098	Dec. 31, 2012 Other, due through 2098	Dec. 31, 2011 Other, due through 2098	Nov. 30, 2010 Coca-Cola excluding CCE's North America Business	Dec. 31, 2011 CCE's North American business	Dec. 31, 2011 CCE's North American business	Oct. 02, 2010 CCE's North American business	Nov. 30, 2010 Assumed long term debt CCE's North American business	Oct. 02, 2010 Assumed long term debt CCE's North American business	Dec. 31, 2010 Assumed long term debt CCE's North American business Total principal U.S. dollar notes due 2011 to 2037	Dec. 31, 2010 Assumed long term debt CCE's North American business Principal notes U.S. dollar debentures due 2012 to 2098 [Member]	Dec. 31, 2010 Assumed long term debt CCE's North American business Total principal U.S. dollar notes due 2011	Dec. 31, 2010 Assumed long term debt CCE's North American business Total principal U.K. pound sterling notes due 2016 to 2021	Dec. 31, 2010 Assumed long term debt CCE's North American business U.S. dollar zero coupon notes due in 2020	Dec. 31, 2010 Assumed long term debt CCE's North American business Other long-term debt	Dec. 31, 2012 Assumed long term debt Coca-Cola Enterprises Inc.	Dec. 31, 2011 Assumed long term debt Coca-Cola Enterprises Inc.	Dec. 31, 2012 Other, due through 2022
Long-term debt
Fair value adjustment related to the debt assumed																																								$ 617	$ 733
Long-term Debt, Fair Value		16,360			17,157	16,360																											9,345
Exchanged debt assumed																														1,022
Fair value adjustments weighted-average amortization period (in years)																																								17
Total principal amount													1,250	1,250	1,000		1,000																	2,594	2,288	275	544	303	26			90
variable interest rate (as a percentage)																																				1.00%
Repurchase of long-term debt	2,910		19	42	1,250														674									1,083				1,827
Premium paid on repurchase of long-term debt	342
Variable interest rate used								3				3
Basis spread on variable rate used (as a percent)								0.05%					0.05%
Fixed interest rate (as a percent)									0.75%	1.65%				0.75%	1.50%	1.80%	3.15%	3.30%
Debt instrument Average Rate (as a percent)		2.30%			2.10%	2.30%														8.40%	8.40%	1.70%	1.90%	3.70%	4.00%	4.40%	4.80%							5.70%	7.40%		6.50%
Unamortized discounts as of the acquisition date																				36	41
Fair value adjustment		231			273	231
Issuance of long term debt					2,750	2,979		1,000	1,000	750	4,500					1,655		1,324
Debt issued in exchange of assumed debt						979
Premium on exchange of long term debt																														208
Net charge on exchange, repayment or extinguishment of long-term debt						9
Long term debt		15,697			16,313	15,697														135	130	13,407	12,270	2,207	2,482	291	584
Less current portion		2,041			1,577	2,041
Long-term debt non current		13,656			14,736	13,656
Total interest paid					574	573	422
Extinguishment of long-term debt		20
repayment assumed debt unamortized fair value adjustments																													99
Debt assumed, including the current portion																															7,602
Lines of credit and other short-term credit facilities available					7,768
Maturities of Long-Term Debt
2013					1,577
2014					2,633
2015					2,451
2016					1,705
2017					$ 1,439

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INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2012

INTANGIBLE ASSETS [Abstract]

Indefinite-lived intangible assets

The following table summarizes information related to indefinite-lived intangible assets (in millions):

December 31,	2012		2011
Trademarks	$	6,527	$	6,430
Bottlers' franchise rights1	7,405		7,770
Goodwill	12,255		12,219
Other	111		113
Indefinite-lived intangible assets2	$	26,298	$	26,532

¹  The decrease in 2012 was primarily related to the Company's consolidated Philippine and Brazilian bottling operations being transferred to assets held for sale as of December 31, 2012. This decrease was partially offset by the acquisition of the Sacramento bottler in 2012 and the finalization of purchase accounting related to our 2011 acquisition of Great Plains. Refer to Note 2 for additional information related to each of these transactions.

²  The distribution rights acquired from DPS are the only significant indefinite-lived intangible assets subject to renewal or extension arrangements. Refer to Note 2.

Carrying value of goodwill by operating segment

The following table provides information related to the carrying value of our goodwill by operating segment (in millions):

	Eurasia & Africa			Europe			Latin America			North America			Pacific		Bottling Investments			Total
2011
Balance as of January 1	$	44		$	695		$	166		$	9,861		$	112	$	787		$	11,665
Effect of foreign currency translation	(6		)	15			(3		)	—			2		11			19
Acquisitions1	—			—			—			195			—		—			195
Adjustments related to the finalization    of purchase accounting1	—			—			—			304			—		5			309
Divestitures, deconsolidations and other1	—			—			—			155			—		(124		)	31
Balance as of December 31	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
2012
Balance as of January 1	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
Effect of foreign currency translation	(1		)	(19		)	5			—			6		(4		)	(13		)
Acquisitions1	—			—			—			100			—		157			257
Adjustments related to the finalization    of purchase accounting1	—			—			—			(38		)	—		—			(38		)
Divestitures, deconsolidations and other2	—			—			—			—			—		(170		)	(170		)
Balance as of December 31	$	37		$	691		$	168		$	10,577		$	120	$	662		$	12,255

¹ Refer to Note 2 for information related to the Company's acquisitions and divestitures.

² Relates to the transfer of goodwill associated with the Company's consolidated Philippine and Brazilian bottling operations to assets held for sale as of December 31, 2012. Refer to Note 2 for additional information related to this transaction.

Definite-lived intangible assets

The following table summarizes information related to definite-lived intangible assets (in millions):

	December 31, 2012							December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	$	622	$	(166	)	$	456	$	619	$	(126	)	$	493
Bottlers' franchise rights	730		(221		)	509		668		(119		)	549
Trademarks	65		(43		)	22		99		(70		)	29
Other	129		(77		)	52		196		(130		)	66
Total	$	1,546	$	(507	)	$	1,039	$	1,582	$	(445	)	$	1,137

Estimated amortization expense for the next five years

Based on the carrying value of definite-lived intangible assets as of December 31, 2012, we estimate our amortization expense for the next five years will be as follows (in millions):

	Amortization Expense
2013	$	161
2014	153
2015	148
2016	142
2017	90

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) (USD $) In Millions, unless otherwise specified	3 Months Ended			3 Months Ended
	Apr. 02, 2010 Venezuelan subsidiary	Dec. 31, 2012 Venezuelan subsidiary	Dec. 31, 2009 Venezuelan subsidiary	Mar. 29, 2013 Lower End of Range	Mar. 29, 2013 Upper End of Range
Translation and Remeasurement
Official exchange rate set by government for essential goods (in bolivars per U.S.dollar)			2.6
Remeasurement of official exchange rate set by government for nonessential goods (in bolivars per U.S.dollar)		6.3	4.3
Initial remeasurement of net assets in a hyperinflationary economy	$ 103			$ 100	$ 125
Monetary assets		450
Monetary Liabilities		85
Carrying value of accounts receivable and intangible assets		$ 216

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HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Cash Flow Hedges
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	$ 90	$ (9)	$ (306)
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	(82)	(243)	(17)
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	2	(1)	(2)
Cash Flow Hedges | Interest rate contracts | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	1	(11)	0
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	(12)	(12)	(15)
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	0	(1)	0
Cash Flow Hedges | Foreign Currency Contracts | Net operating revenues
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	59	3	(307)
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	(46)	(231)	(2)
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	2	0	(2)
Cash Flow Hedges | Foreign Currency Contracts | Cost of goods sold
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	34
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	(23)
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	0
Cash Flow Hedges | Commodity contracts | Cost of goods sold
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	(4)	(1)	1
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	(1)	0	0
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)	0	0	0
Fair Value Hedges
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	43
Fair Value Hedges | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	47	10	5
Fair Value Hedges | Other income (loss) - net
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(4)
Fair Value Hedges | Interest rate contracts | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	89	343	(97)
Fair Value Hedges | Foreign Currency Contracts | Other income (loss) - net
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	42
Fair Value Hedges | Available-for-Sale Securities | Other income (loss) - net
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(46)
Fair Value Hedges | Fixed Rate Debt | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(42)	(333)	102
Net Investment Hedges | Foreign Currency Contracts
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in OCI	(61)	(3)	(15)
Derivatives Not Designated as Hedging Instruments
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(62)	(87)	(118)
Derivatives Not Designated as Hedging Instruments | Foreign Currency Contracts | Net operating revenues
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(7)	7	(15)
Derivatives Not Designated as Hedging Instruments | Foreign Currency Contracts | Other income (loss) - net
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	24	(37)	(46)
Derivatives Not Designated as Hedging Instruments | Foreign Currency Contracts | Cost of goods sold
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	0	(12)	(9)
Derivatives Not Designated as Hedging Instruments | Interest rate swaps | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	0	0	(5)
Derivatives Not Designated as Hedging Instruments | Interest rate locks | Interest expense
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	0	0	(104)
Derivatives Not Designated as Hedging Instruments | Commodity contracts | Net operating revenues
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	4	0	0
Derivatives Not Designated as Hedging Instruments | Commodity contracts | Cost of goods sold
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	(110)	(42)	40
Derivatives Not Designated as Hedging Instruments | Commodity contracts | Selling, general and administrative expenses
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	9	(11)	0
Derivatives Not Designated as Hedging Instruments | Other Derivative Instruments | Selling, general and administrative expenses
Gains and (losses) related to derivative instruments
Gain (Loss) Recognized in Income	$ 18	$ 8	$ 21

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INVESTMENTS (Details 4) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Schedule of Available-for-sale Securities [Line Items]
Other-than-temporary impairment charges, available-for-sale securities		$ 17	$ 26
Proceeds from Sale of Available-for-sale Securities	5,036	37
Gross realized gains	41	5
Gross realized losses	(35)	(1)
Available-for-Sale Securities
Schedule of Available-for-sale Securities [Line Items]
Solvency Funds of Insurance Captive	$ 451	$ 285

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OPERATING SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2012

Segment Reporting Information [Line Items]

Schedule of total net operating revenues related to concentrate and finished products operation

The following table sets forth the percentage of total net operating revenues related to concentrate operations and finished product operations:

Year Ended December 31,	2012		2011		2010
Concentrate operations1	38	%	39	%	51	%
Finished product operations2,3	62		61		49
Net operating revenues	100	%	100	%	100	%

¹  Includes concentrates sold by the Company to authorized bottling partners for the manufacture of fountain syrups. The bottlers then typically sell the fountain syrups to wholesalers or directly to fountain retailers.

²  Includes fountain syrups manufactured by the Company, including consolidated bottling operations, and sold to fountain retailers or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers.

³  Includes net operating revenues related to our acquisition of CCE's former North America business for the full year in 2012 and 2011. In 2010, the percentage includes net operating revenues from the date of the CCE acquisition on October 2, 2010.

Schedule of net revenue and property plant and equipment by Geography

The following table provides information related to our net operating revenues (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	19,732	$	18,699	$	10,629
International	28,285		27,843		24,490
Net operating revenues	$	48,017	$	46,542	$	35,119

The following table provides information related to our property, plant and equipment — net (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	8,509	$	8,043	$	8,251
International	5,967		6,896		6,476
Property, plant and equipment — net	$	14,476	$	14,939	$	14,727

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Eurasia & Africa			Europe			Latin America		North America			Pacific		Bottling Investments			Corporate			Eliminations			Consolidated
2012
Net operating revenues:
Third party	$	2,818		$	4,481		$	4,560	$	21,665		$	5,559	$	8,807		$	127		$	—		$	48,017
Intersegment	152			642			271		15			476		88			—			(1,644		)	—
Total net revenues	2,970			5,123			4,831		21,680			6,035		8,895			127			(1,644		)	48,017
Operating income (loss)	1,169			2,960			2,879		2,597			2,425		140			(1,391		)	—			10,779
Interest income	—			—			—		—			—		—			471			—			471
Interest expense	—			—			—		—			—		—			397			—			397
Depreciation and amortization	45			100			70		1,083			107		406			171			—			1,982
Equity income (loss) — net	20			45			4		13			2		732			3			—			819
Income (loss) before income taxes	1,192			3,015			2,882		2,624			2,432		904			(1,240		)	—			11,809
Identifiable operating assets1	1,415			2,976		2	2,759		34,114			2,047		9,648		2	22,767			—			75,726
Investments3	1,155			271			539		39			127		8,253			64			—			10,448
Capital expenditures	88			30			88		1,447			70		867			190			—			2,780
2011 — As Adjusted
Net operating revenues:
Third party	$	2,689		$	4,777		$	4,403	$	20,559		$	5,454	$	8,501		$	159		$	—		$	46,542
Intersegment	152			697			287		12			384		90			—			(1,622		)	—
Total net revenues	2,841			5,474			4,690		20,571			5,838		8,591			159			(1,622		)	46,542
Operating income (loss)	1,091			3,090			2,815		2,319			2,151		224			(1,517		)	—			10,173
Interest income	—			—			—		—			—		—			483			—			483
Interest expense	—			—			—		—			—		—			417			—			417
Depreciation and amortization	39			109			63		1,065			106		403			169			—			1,954
Equity income (loss) — net	(3		)	33			20		6			1		646			(13		)	—			690
Income (loss) before income taxes	1,089			3,134			2,832		2,327			2,154		897			(975		)	—			11,458
Identifiable operating assets1	1,245			3,204		2	2,446		33,422			2,085		8,905		2	20,293			—			71,600
Investments3	284			243			475		26			133		7,140			73			—			8,374
Capital expenditures	86			38			105		1,364			92		1,039			196			—			2,920
2010 — As Adjusted
Net operating revenues:
Third party	$	2,426		$	4,424		$	3,880	$	11,140		$	4,941	$	8,216		$	92		$	—		$	35,119
Intersegment	130			825			241		65			330		97			—			(1,688		)	—
Total net revenues	2,556			5,249			4,121		11,205			5,271		8,313			92			(1,688		)	35,119
Operating income (loss)	980			2,976			2,405		1,520			2,048		227			(1,743		)	—			8,413
Interest income	—			—			—		—			—		—			317			—			317
Interest expense	—			—			—		—			—		—			733			—			733
Depreciation and amortization	31			106			54		575			101		430			146			—			1,443
Equity income (loss) — net	18			33			24		(4		)	1		971			(18		)	—			1,025
Income (loss) before income taxes	1,000			3,020			2,426		1,523			2,049		1,205			2,984			—			14,207
Identifiable operating assets1	1,278			2,724		2	2,298		32,793			1,827		8,398		2	16,018			—			65,336
Investments3	291			243			379		57			123		6,426			66			—			7,585
Capital expenditures	59			33			94		711			101		942			275			—			2,215

¹  Principally cash and cash equivalents, short-term investments, marketable securities, trade accounts receivable, inventories, goodwill, trademarks and other intangible assets and property, plant and equipment — net.

²  Property, plant and equipment — net in Germany represented approximately 10 percent of consolidated property, plant and equipment — net in 2012, 10 percent in 2011 and 10 percent in 2010.

³  Principally equity method investments, available-for-sale securities and nonmarketable investments in bottling companies.

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies [Abstract]

BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

The Coca-Cola Company is the world's largest beverage company. We own or license and market more than 500 nonalcoholic beverage brands, primarily sparkling beverages but also a variety of still beverages such as waters, enhanced waters, juices and juice drinks, ready-to-drink teas and coffees, and energy and sports drinks. We own and market four of the world's top five nonalcoholic sparkling beverage brands: Coca-Cola, Diet Coke, Fanta and Sprite. Finished beverage products bearing our trademarks, sold in the United States since 1886, are now sold in more than 200 countries.

We make our branded beverage products available to consumers throughout the world through our network of Company-owned or -controlled bottling and distribution operations, bottling partners, distributors, wholesalers and retailers — the world's largest beverage distribution system. Of the approximately 57 billion beverage servings of all types consumed worldwide every day, beverages bearing trademarks owned by or licensed to us account for more than 1.8 billion servings.

On October 2, 2010, we acquired the former North America business of Coca-Cola Enterprises Inc. ("CCE"), one of our major bottlers, consisting of CCE's production, sales and distribution operations in the United States, Canada, the British Virgin Islands, the United States Virgin Islands and the Cayman Islands, and a substantial majority of CCE's corporate segment. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called Coca-Cola Refreshments ("CCR"). In addition, we reshaped our remaining Coca-Cola North America ("CCNA") operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market.

Our Company markets, manufactures and sells:

• beverage concentrates, sometimes referred to as "beverage bases," and syrups, including fountain syrups (we refer to this part of our business as our "concentrate business" or "concentrate operations"); and

• finished sparkling and still beverages (we refer to this part of our business as our "finished product business" or "finished product operations").

Generally, finished product operations generate higher net operating revenues but lower gross profit margins than concentrate operations.

In our concentrate operations, we typically generate net operating revenues by selling concentrates and syrups to authorized bottling and canning operations (to which we typically refer as our "bottlers" or our "bottling partners"). Our bottling partners either combine the concentrates with sweeteners (depending on the product), still water and/or sparkling water, or combine the syrups with sparkling water to produce finished beverages. The finished beverages are packaged in authorized containers bearing our trademarks or trademarks licensed to us — such as cans and refillable and nonrefillable glass and plastic bottles — and are then sold to retailers directly or, in some cases, through wholesalers or other bottlers. Outside the United States, we also sell concentrates for fountain beverages to our bottling partners who are typically authorized to manufacture fountain syrups, which they sell to fountain retailers such as restaurants and convenience stores which use the fountain syrups to produce beverages for immediate consumption, or to fountain wholesalers who in turn sell and distribute the fountain syrups to fountain retailers.

Our finished product operations consist primarily of the production, sales and distribution operations managed by CCR and our Company-owned or -controlled bottling and distribution operations. CCR is included in our North America operating segment, and our Company-owned or -controlled bottling and distribution operations are included in our Bottling Investments operating segment. Our finished product operations generate net operating revenues by selling sparkling beverages and a variety of still beverages, such as juices and juice drinks, energy and sports drinks, ready-to-drink teas and coffees, and certain water products, to retailers or to distributors, wholesalers and bottling partners who distribute them to retailers. In addition, in the United States, we manufacture fountain syrups and sell them to fountain retailers, such as restaurants and convenience stores who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers. In the United States, we authorize wholesalers to resell our fountain syrups through nonexclusive appointments that neither restrict us in setting the prices at which we sell fountain syrups to the wholesalers nor restrict the territories in which the wholesalers may resell in the United States.

Summary of Significant Accounting Policies

Basis of Presentation

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States. The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements and accompanying notes. Although these estimates are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Furthermore, when testing assets for impairment in future periods, if management uses different assumptions or if different conditions occur, impairment charges may result.

We use the equity method to account for investments in companies, if our investment provides us with the ability to exercise significant influence over operating and financial policies of the investee. Our consolidated net income includes our Company's proportionate share of the net income or loss of these companies. Our judgment regarding the level of influence over each equity method investment includes considering key factors such as our ownership interest, representation on the board of directors, participation in policy-making decisions and material intercompany transactions.

We eliminate from our financial results all significant intercompany transactions, including the intercompany transactions with consolidated variable interest entities ("VIEs") and the intercompany portion of transactions with equity method investees.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The market-related value of assets is used to determine the Company's expected return on assets, a component of our annual pension expense calculation. The Company previously used a smoothing technique to calculate our market-related value of assets, which reflected changes in the fair value over no more than five years. However, we now use the actual fair value of plan assets to determine our expected return on those assets for all of our defined benefit plans. Although both methods are permitted under accounting principles generally accepted in the United States, the Company believes our new methodology is preferable as it accelerates the recognition of gains and losses in the determination of our annual pension expense. The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required.

On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

Any prior period amounts that were revised as a result of the changes described above have been labeled "as adjusted" herein. Certain other amounts in the prior years' consolidated financial statements and notes have been revised to conform to the current year presentation.

Principles of Consolidation

Our Company consolidates all entities that we control by ownership of a majority voting interest as well as VIEs for which our Company is the primary beneficiary. Generally, we consolidate only business enterprises that we control by ownership of a majority voting interest. However, there are situations in which consolidation is required even though the usual condition of consolidation (ownership of a majority voting interest) does not apply. Generally, this occurs when an entity holds an interest in another business enterprise that was achieved through arrangements that do not involve voting interests, which results in a disproportionate relationship between such entity's voting interests in, and its exposure to the economic risks and potential rewards of, the other business enterprise. This disproportionate relationship results in what is known as a variable interest, and the entity in which we have the variable interest is referred to as a "VIE." An enterprise must consolidate a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.

Our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were not determined to be the primary beneficiary. Our variable interests in these VIEs primarily relate to profit guarantees or subordinated financial support. Refer to Note 11. Although these financial arrangements resulted in us holding variable interests in these entities, they did not empower us to direct the activities of the VIEs that most significantly impact the VIEs' economic performance. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $1,776 million and $1,183 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The Company's investments, plus any loans and guarantees, related to these VIEs were not significant to the Company's consolidated financial statements.

In addition, our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were determined to be the primary beneficiary. As a result, we have consolidated these entities. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $234 million and $199 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The assets and liabilities of VIEs for which we are the primary beneficiary were not significant to the Company's consolidated financial statements.

Creditors of our VIEs do not have recourse against the general credit of the Company, regardless of whether they are accounted for as consolidated entities.

Assets and Liabilities Held for Sale

Our Company classifies long-lived assets (disposal groups) to be sold as held for sale in the period in which all of the following criteria are met: management, having the authority to approve the action, commits to a plan to sell the asset (disposal group); the asset (disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets (disposal groups); an active program to locate a buyer and other actions required to complete the plan to sell the asset (disposal group) have been initiated; the sale of the asset (disposal group) is probable, and transfer of the asset (disposal group) is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset (disposal group) beyond one year; the asset (disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

We initially measure a long-lived asset (disposal group) that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset (disposal group) until the date of sale. We assess the fair value of a long-lived asset (disposal group) less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset (disposal group), as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale.

Upon determining that a long-lived asset (disposal group) meets the criteria to be classified as held for sale, the Company reports the assets and liabilities of the disposal group, if material, in the line items assets held for sale and liabilities held for sale, respectively, in our consolidated balance sheet.

Risks and Uncertainties

Factors that could adversely impact the Company's operations or financial results include, but are not limited to, the following: obesity and other health concerns; water scarcity and poor quality; changes in the nonalcoholic beverage business environment and retail landscape; increased competition; increased demand for food products and decreased agricultural productivity; consolidation in the retail channel or the loss of key retail or foodservice customers; an inability to expand operations in developing and emerging markets; fluctuations in foreign currency exchange rates; interest rate increases; an inability to maintain good relationships with our bottling partners; a deterioration in our bottling partners' financial condition; increases in income tax rates, changes in income tax laws or unfavorable resolution of tax matters; increased or new indirect taxes in the United States or in other major markets; increased cost, disruption of supply or shortage of energy or fuels; increased cost, disruption of supply or shortage of ingredients, other raw materials or packaging materials; changes in laws and regulations relating to beverage containers and packaging; significant additional labeling or warning requirements or limitations on the availability of our products; an inability to protect our information systems against service interruption, misappropriation of data or breaches of security; unfavorable general economic conditions in the United States; unfavorable economic and political conditions in international markets; litigation or legal proceedings; adverse weather conditions; climate change; damage to our brand image and corporate reputation from negative publicity related to product safety or quality, human and workplace rights, obesity or other issues, even if unwarranted; changes in, or failure to comply with, the laws and regulations applicable to our products or our business operations; changes in accounting standards; an inability to achieve our overall long-term goals; continuing uncertainty in the global credit markets; one or more of our counterparty financial institutions defaulting on their obligations to us or failing; an inability to realize additional benefits targeted by our productivity and reinvestment program; an inability to renew collective bargaining agreements on satisfactory terms, or we or our bottling partners experience strikes, work stoppages or labor unrest; future impairment charges; future multi-employer plan withdrawal liabilities; an inability to successfully integrate and manage our Company-owned or -controlled bottling operations; and global or regional catastrophic events.

Our Company monitors our operations with a view to minimizing the impact to our overall business that could arise as a result of the risks and uncertainties inherent in our business.

Revenue Recognition

Our Company recognizes revenue when persuasive evidence of an arrangement exists, delivery of products has occurred, the sales price charged is fixed or determinable, and collectibility is reasonably assured. For our Company, this generally means that we recognize revenue when title to our products is transferred to our bottling partners, resellers or other customers. In particular, title usually transfers upon shipment to or receipt at our customers' locations, as determined by the specific sales terms of the transactions. Our sales terms do not allow for a right of return except for matters related to any manufacturing defects on our part.

Deductions from Revenue

Our customers can earn certain incentives including, but not limited to, cash discounts, funds for promotional and marketing activities, volume-based incentive programs and support for infrastructure programs. The costs associated with these incentives are included in deductions from revenue, a component of net operating revenues in our consolidated statements of income. For customer incentives that must be earned, management must make estimates related to the contractual terms, customer performance and sales volume to determine the total amounts earned and to be recorded in deductions from revenue. In making these estimates, management considers past results. The actual amounts ultimately paid may be different from our estimates.

In some situations, the Company may determine it to be advantageous to make advance payments to specific customers to fund certain marketing activities intended to generate profitable volume and/or invest in infrastructure programs with our bottlers that are directed at strengthening our bottling system and increasing unit case volume. The Company also makes advance payments to certain customers for distribution rights. The advance payments made to customers are initially capitalized and included in our consolidated balance sheets in prepaid expenses and other assets and noncurrent other assets, depending on the duration of the agreements. The assets are amortized over the applicable periods and included in deductions from revenue. The duration of these agreements typically ranges from 4 to 10 years.

Amortization expense for infrastructure programs was $86 million, $90 million and $137 million in 2012, 2011 and 2010, respectively. The aggregate deductions from revenue recorded by the Company in relation to these programs, including amortization expense on infrastructure programs, were $6.1 billion, $5.8 billion and $5.0 billion in 2012, 2011 and 2010, respectively.

Advertising Costs

Our Company expenses production costs of print, radio, television and other advertisements as of the first date the advertisements take place. All other marketing expenditures are expensed in the annual period in which the expenditure is incurred. Advertising costs included in the line item selling, general and administrative expenses in our consolidated statements of income were $3.3 billion, $3.3 billion and $2.9 billion in 2012, 2011 and 2010, respectively. As of December 31, 2012 and 2011, advertising and production costs of $295 million and $349 million, respectively, were primarily recorded in the line item prepaid expenses and other assets in our consolidated balance sheets.

For interim reporting purposes, we allocate our estimated full year marketing expenditures that benefit multiple interim periods to each of our interim reporting periods. We use the proportion of each interim period's actual unit case volume to the estimated full year unit case volume as the basis for the allocation. This methodology results in our marketing expenditures being recognized at a standard rate per unit case. At the end of each interim reporting period, we review our estimated full year unit case volume and our estimated full year marketing expenditures in order to evaluate if a change in estimate is necessary. The impact of any changes in these full year estimates is recognized in the interim period in which the change in estimate occurs. Our full year marketing expenditures are not impacted by this interim accounting policy.

Shipping and Handling Costs

Shipping and handling costs related to the movement of finished goods from manufacturing locations to our sales distribution centers are included in the line item cost of goods sold in our consolidated statements of income. Shipping and handling costs incurred to move finished goods from our sales distribution centers to customer locations are included in the line item selling, general and administrative expenses in our consolidated statements of income. As a result of our acquisition of CCE's former North America business, the amount of shipping and handling costs recorded in the line item selling, general and administrative expenses increased significantly in 2011 when compared to 2010. During the years endedDecember 31, 2012 and 2011, the Company recorded shipping and handling costs of $2.8 billion and $2.4 billion, respectively, in the line item selling, general and administrative expenses. Our customers do not pay us separately for shipping and handling costs related to finished goods.

Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted net income per share is computed similarly to basic net income per share, except that it includes the potential dilution that could occur if dilutive securities were exercised. Approximately 34 million, 32 million (as adjusted) and 77 million (as adjusted) stock option awards were excluded from the computations of diluted net income per share in 2012, 2011 and 2010, respectively, because the awards would have been antidilutive for the years presented.

Cash Equivalents

We classify time deposits and other investments that are highly liquid and have maturities of three months or less at the date of purchase as cash equivalents. We manage our exposure to counterparty credit risk through specific minimum credit standards, diversification of counterparties and procedures to monitor our credit risk concentrations.

Short-Term Investments

We classify time deposits and other investments that have maturities of greater than three months but less than one year as short-term investments.

Investments in Equity and Debt Securities

We use the equity method to account for our investments in equity securities if our investment gives us the ability to exercise significant influence over operating and financial policies of the investee. We include our proportionate share of earnings and/or losses of our equity method investees in equity income (loss) — net in our consolidated statements of income. The carrying value of our equity investments is reported in equity method investments in our consolidated balance sheets. Refer to Note 6.

We account for investments in companies that we do not control or account for under the equity method either at fair value or under the cost method, as applicable. Investments in equity securities are carried at fair value if the fair value of the security is readily determinable. Equity investments carried at fair value are classified as either trading or available-for-sale securities with their cost basis determined by the specific identification method. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in other income (loss) — net in our consolidated statements of income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of accumulated other comprehensive income (loss) ("AOCI"). Trading securities are reported as either marketable securities or other assets in our consolidated balance sheets. Securities classified as available-for-sale are reported as either marketable securities, other investments or other assets in our consolidated balance sheets, depending on the length of time we intend to hold the investment. Refer to Note 3.

Investments in equity securities that we do not control or account for under the equity method and do not have readily determinable fair values are accounted for under the cost method. Cost method investments are originally recorded at cost, and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets, and dividend income from cost method investments is reported in the line item other income (loss) — net in our consolidated statements of income.

Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale.

Each reporting period we review all of our investments in equity and debt securities, except for those classified as trading, to determine whether a significant event or change in circumstances has occurred that may have an adverse effect on the fair value of each investment. When such events or changes occur, we evaluate the fair value compared to our cost basis in the investment. We also perform this evaluation every reporting period for each investment for which our cost basis exceeded the fair value in the prior period. The fair values of most of our investments in publicly traded companies are often readily available based on quoted market prices. For investments in nonpublicly traded companies, management's assessment of fair value is based on valuation methodologies including discounted cash flows, estimates of sales proceeds and appraisals, as appropriate. We consider the assumptions that we believe hypothetical marketplace participants would use in evaluating estimated future cash flows when employing the discounted cash flow or estimates of sales proceeds valuation methodologies.

In the event the fair value of an investment declines below our cost basis, management determines if the decline in fair value is other than temporary. If management determines the decline is other than temporary, an impairment charge is recorded. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis, the financial condition and near-term prospects of the issuer, and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value.

Trade Accounts Receivable

We record trade accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts to reflect any loss anticipated on the trade accounts receivable balances and charged to the provision for doubtful accounts. We calculate this allowance based on our history of write-offs, the level of past-due accounts based on the contractual terms of the receivables, and our relationships with, and the economic status of, our bottling partners and customers. We believe our exposure to concentrations of credit risk is limited due to the diverse geographic areas covered by our operations. Activity in the allowance for doubtful accounts was as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	83		$	48		$	55
Net charges to costs and expenses	5			56			21
Write-offs	(19		)	(12		)	(18		)
Other1	(16		)	(9		)	(10		)
Balance at end of year	$	53		$	83		$	48

¹  Other includes acquisitions, divestitures, foreign currency translation and the impact of transferring the assets of our consolidated Philippine and Brazilian bottling operations to assets held for sale.

A significant portion of our net operating revenues and corresponding accounts receivable is derived from sales of our products in international markets. Refer to Note 19. We also generate a significant portion of our net operating revenues by selling concentrates and syrups to bottlers in which we have a noncontrolling interest, including Coca-Cola Hellenic Bottling Company S.A. ("Coca-Cola Hellenic"), Coca-Cola FEMSA, S.A.B. de C.V. ("Coca-Cola FEMSA") and Coca-Cola Amatil Limited ("Coca-Cola Amatil"). Refer to Note 6.

Inventories

Inventories consist primarily of raw materials and packaging (which includes ingredients and supplies) and finished goods (which include concentrates and syrups in our concentrate operations, and finished beverages in our finished product operations). Inventories are valued at the lower of cost or market. We determine cost on the basis of the average cost or first-in, first-out methods. Refer to Note 4.

Derivative Instruments

Our Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risks managed by the Company through the use of derivative instruments are foreign currency exchange rate risk, commodity price risk and interest rate risk. All derivatives are carried at fair value in our consolidated balance sheets in the line items prepaid expenses and other assets or accounts payable and accrued expenses, as applicable. The cash flow impact of the Company's derivative instruments is primarily included in our consolidated statements of cash flows in net cash provided by operating activities. Refer to Note 5.

Property, Plant and Equipment

Property, plant and equipment are stated at cost. Repair and maintenance costs that do not improve service potential or extend economic life are expensed as incurred. Depreciation is recorded principally by the straight-line method over the estimated useful lives of our assets, which are reviewed periodically and generally have the following ranges: buildings and improvements: 40 years or less; and machinery, equipment and vehicle fleet: 20 years or less. Land is not depreciated, and construction in progress is not depreciated until ready for service. Leasehold improvements are amortized using the straight-line method over the shorter of the remaining lease term, including renewals that are deemed to be reasonably assured, or the estimated useful life of the improvement. Depreciation is not recorded during the period in which a long-lived asset (disposal group) is classified as held for sale, even if the asset (disposal group) continues to generate revenue during the period. Depreciation expense, including the depreciation expense of assets under capital lease, totaled $1,704 million, $1,654 million and $1,188 million in 2012, 2011 and 2010, respectively. Amortization expense for leasehold improvements totaled $19 million, $18 million and $16 million in 2012, 2011 and 2010, respectively.

Certain events or changes in circumstances may indicate that the recoverability of the carrying amount of property, plant and equipment should be assessed, including, among others, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. We use a variety of methodologies to determine the fair value of property, plant and equipment, including appraisals and discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use. Refer to Note 7.

Goodwill, Trademarks and Other Intangible Assets

We classify intangible assets into three categories: (1) intangible assets with definite lives subject to amortization, (2) intangible assets with indefinite lives not subject to amortization and (3) goodwill. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, the Company's long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, primarily on a straight-line basis, over their useful lives, generally ranging from 1 to 20 years. Refer to Note 8.

When facts and circumstances indicate that the carrying value of definite-lived intangible assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of sales volume and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount of the asset (or asset group) exceeds the fair value. We use a variety of methodologies to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use.

We test intangible assets determined to have indefinite useful lives, including trademarks, franchise rights and goodwill, for impairment annually, or more frequently if events or circumstances indicate that assets might be impaired. Our Company performs these annual impairment reviews as of the first day of our third fiscal quarter. We use a variety of methodologies in conducting impairment assessments of indefinite-lived intangible assets, including, but not limited to, discounted cash flow models, which are based on the assumptions we believe hypothetical marketplace participants would use. For indefinite-lived intangible assets, other than goodwill, if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess.

The Company has the option to perform a qualitative assessment of indefinite-lived intangible assets, other than goodwill, prior to completing the impairment test described above. The Company must assess whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that this is the case, it must perform the testing described above. Otherwise, the Company does not need to perform any further assessment. During 2012, the Company only performed qualitative assessments on less than 10 percent of our indefinite-lived intangible assets balance.

We perform impairment tests of goodwill at our reporting unit level, which is one level below our operating segments. Our operating segments are primarily based on geographic responsibility, which is consistent with the way management runs our business. Our operating segments are subdivided into smaller geographic regions or territories that we sometimes refer to as "business units." These business units are also our reporting units. The Bottling Investments operating segment includes all Company-owned or consolidated bottling operations, regardless of geographic location, except for bottling operations managed by CCR, which are included in our North America operating segment. Generally, each Company-owned or consolidated bottling operation within our Bottling Investments operating segment is its own reporting unit. Goodwill is assigned to the reporting unit or units that benefit from the synergies arising from each business combination.

The goodwill impairment test consists of a two-step process, if necessary. The first step is to compare the fair value of a reporting unit to its carrying value, including goodwill. We typically use discounted cash flow models to determine the fair value of a reporting unit. The assumptions used in these models are consistent with those we believe hypothetical marketplace participants would use. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment test must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit's goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill.

The Company has the option to perform a qualitative assessment of goodwill prior to completing the two-step process described above to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill and other intangible assets. If the Company concludes that this is the case, it must perform the two-step process. Otherwise, the Company will forego the two-step process and does not need to perform any further testing. During 2012, the Company only performed qualitative assessments on less than 10 percent of our consolidated goodwill balance.

Impairment charges related to intangible assets are generally recorded in the line item other operating charges or, to the extent they relate to equity method investees, in the line item equity income (loss) — net in our consolidated statements of income.

Contingencies

Our Company is involved in various legal proceedings and tax matters. Due to their nature, such legal proceedings and tax matters involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions. Management assesses the probability of loss for such contingencies and accrues a liability and/or discloses the relevant circumstances, as appropriate. Refer to Note 11.

Stock-Based Compensation

Our Company currently sponsors stock option plans and restricted stock award plans. The fair value of our stock option grants is estimated on the grant date using a Black-Scholes-Merton option-pricing model. The Company recognizes compensation expense on a straight-line basis over the period the grant is earned by the employee, generally four years.

The fair value of our restricted stock awards is the quoted market value of the Company's stock on the grant date less the present value of the expected dividends not received during the relevant holding period. In the period it becomes probable that the minimum performance criteria specified in the restricted stock award plan will be achieved, we recognize expense for the proportionate share of the total fair value of the award related to the vesting period that has already lapsed. The remaining cost of the award is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that we will achieve the minimum performance criteria specified in the plan, we reverse all of the previously recognized compensation expense in the period such a determination is made. Refer to Note 12.

Pension and Other Postretirement Benefit Plans

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates and participate in multi-employer pension plans in the United States. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States. Refer to Note 13.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The market-related value of assets is used to determine the Company's expected return on assets, a component of our annual pension expense calculation. The Company previously used a smoothing technique to calculate our market-related value of assets, which reflected changes in the fair value over no more than five years. However, we now use the actual fair value of plan assets to determine our expected return on those assets for all of our defined benefit plans. Although both methods are permitted under accounting principles generally accepted in the United States, the Company believes our new methodology is preferable as it accelerates the recognition of gains and losses in the determination of our annual pension expense.

The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required. The cumulative effect of this change on retained earnings as of January 1, 2011, was an increase of $59 million, with an offset to AOCI. The impact of this change on the Company's income before income taxes was an increase of $4 million and $19 million and a decrease of $36 million during the years endedDecember 31, 2012, 2011 and 2010, respectively. The impact on the Company's earnings per share was not significant for any of the financial statement periods presented in this report.

Income Taxes

Income tax expense includes United States, state, local and international income taxes, plus a provision for U.S. taxes on undistributed earnings of foreign subsidiaries not deemed to be indefinitely reinvested. Deferred tax assets and liabilities are recognized for the tax consequences of temporary differences between the financial reporting basis and the tax basis of existing assets and liabilities. The tax rate used to determine the deferred tax assets and liabilities is the enacted tax rate for the year and manner in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than not be realized. The Company records taxes that are collected from customers and remitted to governmental authorities on a net basis in our consolidated statements of income.

The Company is involved in various tax matters, with respect to some of which the outcome is uncertain. We establish reserves to remove some or all of the tax benefit of any of our tax positions at the time we determine that it becomes uncertain based upon one of the following conditions: (1) the tax position is not "more likely than not" to be sustained, (2) the tax position is "more likely than not" to be sustained, but for a lesser amount, or (3) the tax position is "more likely than not" to be sustained, but not in the financial period in which the tax position was originally taken. For purposes of evaluating whether or not a tax position is uncertain, (1) we presume the tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information; (2) the technical merits of a tax position are derived from authorities such as legislation and statutes, legislative intent, regulations, rulings and case law and their applicability to the facts and circumstances of the tax position; and (3) each tax position is evaluated without consideration of the possibility of offset or aggregation with other tax positions taken. A number of years may elapse before a particular uncertain tax position is audited and finally resolved or when a tax assessment is raised. The number of years subject to tax assessments varies depending on the tax jurisdiction. The tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears under any one of the following conditions: (1) the tax position is "more likely than not" to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. Refer to Note 14.

Translation and Remeasurement

We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies to U.S. dollars at the appropriate spot rates as of the balance sheet date. Generally, our foreign subsidiaries use the local currency as their functional currency. Changes in the carrying value of these assets and liabilities attributable to fluctuations in spot rates are recognized in foreign currency translation adjustment, a component of AOCI. Refer to Note 15. Income statement accounts are translated using the monthly average exchange rates during the year.

Monetary assets and liabilities denominated in a currency that is different from a reporting entity's functional currency must first be remeasured from the applicable currency to the legal entity's functional currency. The effect of this remeasurement process is recognized in the line item other income (loss) — net in our consolidated statements of income and is partially offset by the impact of our economic hedging program for certain exposures on our consolidated balance sheets. Refer to Note 5.

Hyperinflationary Economies

A hyperinflationary economy is one that has cumulative inflation of approximately 100 percent or more over a three-year period. Effective January 1, 2010, Venezuela was determined to be a hyperinflationary economy, and the Venezuelan government devalued the bolivar by resetting the official rate of exchange ("official rate") from 2.15 bolivars per U.S. dollar to 2.6 bolivars per U.S. dollar for essential goods and 4.3 bolivars per U.S. dollar for nonessential goods. In accordance with hyperinflationary accounting under accounting principles generally accepted in the United States, our local subsidiary was required to use the U.S. dollar as its functional currency. As a result, we remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar, which resulted in a loss of $103 million during the first quarter of 2010. The loss was recorded in the line item other income (loss) - net in our consolidated statement of income. We classified the impact of the remeasurement loss in the line item effect of exchange rate changes on cash and cash equivalents in our consolidated statement of cash flows.

In June 2010, the Venezuelan government introduced a newly regulated foreign currency exchange system known as the Transaction System for Foreign Currency Denominated Securities ("SITME"). This system, which was subject to annual limits, enabled entities domiciled in Venezuela to exchange their bolivars to U.S. dollars through authorized financial institutions (commercial banks, savings and lending institutions, etc.).

In December 2010, the Venezuelan government announced that it was eliminating the official rate of 2.6 bolivars per U.S. dollar for essential goods. As a result, the only two exchange rates available for remeasuring bolivar-denominated transactions as of December 31, 2010, were the official rate of 4.3 bolivars per U.S. dollar and the SITME rate. As discussed above, the Company remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar starting on January 1, 2010. Therefore, the elimination of the official rate for essential goods had no impact on the remeasurement of the net assets of our Venezuelan subsidiary.

Subsequent to December 31, 2012, the Venezuelan government devalued its currency further to an official rate of 6.3 bolivars per U.S. dollar. The government also announced that it was discontinuing the SITME foreign exchange system. As a result, the Company will remeasure the net assets of our local subsidiary and recognize the related gains or losses from remeasurement in the line item other income (loss) — net in our consolidated statement of income. Based on the carrying value of our assets and liabilities denominated in Venezuelan bolivar as of December 31, 2012, we anticipate recognizing a remeasurement loss of $100 million to $125 million during the first quarter of 2013.

The Company will continue to use the official rate to remeasure the net assets of our Venezuelan subsidiary. If the official rate devalues further, it would result in our Company recognizing additional foreign currency exchange gains or losses in our consolidated financial statements. As of December 31, 2012, our Venezuelan subsidiary held monetary assets of approximately $450 million and monetary liabilities of approximately $85 million.

In addition to the foreign currency exchange exposure related to our Venezuelan subsidiary's net assets, we also sell concentrate to our bottling partner in Venezuela from outside the country. These sales are denominated in U.S. dollars. If we are unable to utilize a government-approved exchange rate mechanism for future concentrate sales to our bottling partner in Venezuela, the amount of receivables related to these sales will increase. In addition, we have certain intangible assets associated with products sold in Venezuela. If the bolivar further devalues, it could result in the impairment of these intangible assets. As of December 31, 2012, the carrying value of our accounts receivable from our bottling partner in Venezuela and intangible assets associated with products sold in Venezuela was $216 million.

Recently Issued Accounting Guidance

In June 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2011-05 which requires companies to present net income and other comprehensive income in one continuous statement or in two separate, but consecutive, statements. In addition, ASU 2011-05 eliminates the option for companies to present the components of other comprehensive income as part of the statement of changes in shareowners' equity. In December 2011, the FASB issued ASU 2011-12 which deferred the requirement to present components of reclassifications of other comprehensive income on the face of the income statement. The Company adopted the non-deferred provisions of ASU 2011-05 as of January 1, 2012, which did not have a material impact on our consolidated financial statements.

In February 2013, the FASB issued ASU 2013-02 which requires companies to provide information about the amounts reclassified out of AOCI by component. In addition, companies are required to present, either on the face of the statement where net income is presented or in the accompanying notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the amount reclassified is required to be reclassified to net income in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, companies are required to cross-reference to other disclosures that provide additional detail on those amounts. ASU 2013-02 is effective prospectively for reporting periods beginning after December 15, 2012.

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INVESTMENTS (Details 5) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Available-for-sale and held-to-maturity securities by balance sheet line item
Cash and cash equivalents	$ 8,442	$ 12,803	$ 8,517	$ 7,021
Marketable securities	3,092	144
OTHER INVESTMENTS, PRINCIPALLY BOTTLING COMPANIES	1,232	1,141
OTHER ASSETS	3,585	3,495
Held-to-maturity Securities	0
Available-for-Sale Securities
Available-for-sale and held-to-maturity securities by balance sheet line item
Cash and cash equivalents	9	0
Marketable securities	2,908	5
OTHER INVESTMENTS, PRINCIPALLY BOTTLING COMPANIES	1,087	986
OTHER ASSETS	589	410
Available-for-sale securities	4,593	1,401
Held-to-maturity Securities
Available-for-sale and held-to-maturity securities by balance sheet line item
Cash and cash equivalents	0	112
Marketable securities	0	1
OTHER INVESTMENTS, PRINCIPALLY BOTTLING COMPANIES	0	0
OTHER ASSETS	0	0
Held-to-maturity Securities	$ 0	$ 113

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INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2012

Income Taxes [Abstract]

Schedule of income before income taxes

Income before income taxes consisted of the following (in millions):

Year Ended December 31,	2012		2011		2010
			As Adjusted
United States1	$	3,526	$	3,029	$	7,188
International	8,283		8,429		7,019
Total	$	11,809	$	11,458	$	14,207

¹  In 2010, the Company's U.S. income before income taxes included a $4,978 million gain due to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. Refer to Note 2 for additional information.

Schedule of income tax expense (benefit)

Income tax expense consisted of the following for the years ended December 31, 2012, 2011 and 2010 (in millions):

	United States		State and Local		International			Total
2012
Current	$	602	$	74	$	1,415		$	2,091
Deferred	936		33		(337		)	632
2011 — As Adjusted
Current	$	286	$	66	$	1,425		$	1,777
Deferred	898		27		110			1,035
2010 — As Adjusted
Current	$	469	$	85	$	1,212		$	1,766
Deferred	586		2		16			604

Reconciliation of the statutory U.S. federal tax rate and effective tax rates

A reconciliation of the statutory U.S. federal tax rate and our effective tax rate is as follows:

Year Ended December 31,	2012			2011			2010
				As Adjusted
Statutory U.S. federal tax rate	35.0	%		35.0	%		35.0	%
State and local income taxes — net of federal benefit	1.1			0.9			0.6
Earnings in jurisdictions taxed at rates different from the statutory U.S. federal rate	(9.5	)	1,2	(9.5	)	5,6,7	(5.6	)	15
Reversal of valuation allowances	(2.4	)	3	—			—
Equity income or loss	(2.0	)		(1.4	)	8	(1.9	)	16
CCE transaction	—			—			(12.5	)	17,18
Sale of Norwegian and Swedish bottling operations	—			—		9	0.4		19
Other operating charges	0.4		4	0.3		10	0.4		20
Other — net	0.5			(0.8	)	11,12,13,14	0.3		21,22
Effective tax rate	23.1	%		24.5	%		16.7	%

¹  Includes a tax expense of $133 million (or a 1.1 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

²  Includes a tax expense of $57 million on pretax net gains of $76 million (or a 0.3 percent impact on our effective tax rate) related to the following: a gain recognized as a result of the merger of Embotelladora Andina S.A. ("Andina") and Embotelladoras Coca-Cola Polar S.A. ("Polar"); a gain recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment; the loss recognized on the pending sale of a majority ownership interest in our consolidated Philippine bottling operations to Coca-Cola FEMSA; and the expense recorded for the premium the Company paid over the publicly traded market price to acquire an ownership interest in Mikuni. Refer to Note 17.

³  Relates to a net tax benefit of $283 million associated with the reversal of valuation allowances in certain of the Company's foreign jurisdictions.

⁴  Includes a tax benefit of $95 million on pretax charges of $416 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity and reinvestment program as well as other restructuring initiatives; the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives; and the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18.

⁵  Includes a tax benefit of $6 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

⁶  Includes a zero percent effective tax rate on pretax charges of $17 million due to the impairment of available-for-sale securities. Refer to Note 3 and Note 17.

⁷  Includes a tax expense of $299 million on pretax net gains of $641 million (or a 0.7 percent impact on our effective tax rate) related to the net gain recognized as a result of the merger of Embotelladoras Arca, S.A.B. de C.V. ("Arca") and Grupo Continental S.A.B. ("Contal"); the gain recognized on the sale of our investment in Embonor; and gains the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

⁸  Includes a tax benefit of $7 million on pretax net charges of $53 million (or a 0.1 percent impact on our effective tax rate) related to our proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

⁹  Includes a tax benefit of $2 million on pretax charges of $5 million related to the finalization of working capital adjustments on the sale of our Norwegian and Swedish bottling operations. Refer to Note 2 and Note 17.

¹⁰  Includes a tax benefit of $224 million on pretax charges of $732 million (or a 0.3 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives; transaction costs incurred in connection with the merger of Arca and Contal; costs associated with the earthquake and tsunami that devastated northern and eastern Japan; and costs associated with the flooding in Thailand. Refer to Note 17.

¹¹  Includes a tax benefit of $8 million on pretax charges of $19 million related to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

¹²  Includes a tax benefit of $3 million on pretax net charges of $9 million related to the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10.

¹³  Includes a tax benefit of $14 million on pretax charges of $41 million related to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 17.

¹⁴  Includes a tax benefit of $2 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in certain domestic jurisdictions.

¹⁵  Includes a tax expense of $265 million (or a 1.9 percent impact on our effective tax rate) primarily related to deferred tax expense on certain current year undistributed foreign earnings that are not considered indefinitely reinvested and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.

¹⁶  Includes a tax benefit of $9 million on pretax net charges of $66 million (or a 0.1 percent impact on our effective tax rate) related to charges recorded by our equity method investees. Refer to Note 17.

¹⁷  Includes a tax benefit of $34 million on a pretax gain of $4,978 million (or a reduction of 12.5 percent on our effective tax rate) related to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. The tax benefit reflects the impact of reversing deferred tax liabilities associated with our equity investment in CCE prior to the acquisition. Refer to Note 2.

¹⁸  Includes a tax benefit of $99 million on pretax charges of $265 million related to the write-off of preexisting relationships with CCE. Refer to Note 2.

¹⁹  Includes a tax expense of $261 million on a pretax gain of $597 million (or a 0.4 percent impact on our effective tax rate) related to the sale of our Norwegian and Swedish bottling operations. Refer to Note 2.

²⁰  Includes a tax benefit of $223 million on pretax charges of $819 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives, transaction costs and charitable contributions. Refer to Note 17.

²¹  Includes a tax benefit of $114 million on pretax charges of $493 million (or a 0.5 percent impact on our effective tax rate) related to the repurchase of certain long-term debt and costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer; the loss related to the remeasurement of our Venezuelan subsidiary's net assets; other-than-temporary impairment charges; and a donation of preferred shares in one of our equity method investees. Refer to Note 17.

²²  Includes a tax expense of $31 million (or a 0.2 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, and other tax matters in certain domestic jurisdictions.

Reconciliation of the gross balance of unrecognized tax benefit

A reconciliation of the changes in the gross balance of unrecognized tax benefit amounts is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Beginning balance of unrecognized tax benefits	$	320		$	387		$	354
Increases related to prior period tax positions	69			9			26
Decreases related to prior period tax positions	(15		)	(19		)	(10		)
Increases related to current period tax positions	23			6			33
Decreases related to current period tax positions	—			(1		)	—
Decreases related to settlements with taxing authorities	(45		)	(5		)	—
Reductions as a result of a lapse of the applicable statute of limitations	(36		)	(46		)	(1		)
Increase related to acquisition of CCE's former North America business	—			—			6
Increases (decreases) from effects of foreign currency exchange rates	(14		)	(11		)	(21		)
Ending balance of unrecognized tax benefits	$	302		$	320		$	387

Deferred tax assets and liabilities

The tax effects of temporary differences and carryforwards that give rise to deferred tax assets and liabilities consist of the following (in millions):

December 31,	2012			2011
Deferred tax assets:
Property, plant and equipment	$	89		$	224
Trademarks and other intangible assets	77			68
Equity method investments (including foreign currency translation adjustment)	209			278
Derivative financial instruments	116			43
Other liabilities	1,178			1,257
Benefit plans	1,808			2,022
Net operating/capital loss carryforwards	782			818
Other	320			418
Gross deferred tax assets	$	4,579		$	5,128
Valuation allowances	(487		)	(859		)
Total deferred tax assets1,2	$	4,092		$	4,269
Deferred tax liabilities:
Property, plant and equipment	$	(2,204	)	$	(2,039	)
Trademarks and other intangible assets	(4,133		)	(4,201		)
Equity method investments (including foreign currency translation adjustment)	(712		)	(816		)
Derivative financial instruments	(140		)	(129		)
Other liabilities	(144		)	(129		)
Benefit plans	(495		)	(445		)
Other	(929		)	(753		)
Total deferred tax liabilities3	$	(8,757	)	$	(8,512	)
Net deferred tax liabilities	$	(4,665	)	$	(4,243	)

¹  Noncurrent deferred tax assets of $403 million and $243 million were included in the line item other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

²  Current deferred tax assets of $244 million and $227 million were included in the line item prepaid expenses and other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

³  Current deferred tax liabilities of $331 million and $19 million were included in the line item accounts payable and accrued expenses in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

Deferred tax asset valuation allowances

An analysis of our deferred tax asset valuation allowances is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	859		$	950		$	681
Increase due to our acquisition of CCE's former North America business	—			—			291
Additions	126			138			115
Decrease due to transfer to assets held for sale	(146		)	—			—
Deductions	(352		)	(229		)	(137		)
Balance at end of year	$	487		$	859		$	950

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

Our Company consolidates all entities that we control by ownership of a majority voting interest as well as VIEs for which our Company is the primary beneficiary. Generally, we consolidate only business enterprises that we control by ownership of a majority voting interest. However, there are situations in which consolidation is required even though the usual condition of consolidation (ownership of a majority voting interest) does not apply. Generally, this occurs when an entity holds an interest in another business enterprise that was achieved through arrangements that do not involve voting interests, which results in a disproportionate relationship between such entity's voting interests in, and its exposure to the economic risks and potential rewards of, the other business enterprise. This disproportionate relationship results in what is known as a variable interest, and the entity in which we have the variable interest is referred to as a "VIE." An enterprise must consolidate a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.

Our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were not determined to be the primary beneficiary. Our variable interests in these VIEs primarily relate to profit guarantees or subordinated financial support. Refer to Note 11. Although these financial arrangements resulted in us holding variable interests in these entities, they did not empower us to direct the activities of the VIEs that most significantly impact the VIEs' economic performance. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $1,776 million and $1,183 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The Company's investments, plus any loans and guarantees, related to these VIEs were not significant to the Company's consolidated financial statements.

In addition, our Company holds interests in certain VIEs, primarily bottling and container manufacturing operations, for which we were determined to be the primary beneficiary. As a result, we have consolidated these entities. Our Company's investments, plus any loans and guarantees, related to these VIEs totaled $234 million and $199 million as of December 31, 2012 and 2011, respectively, representing our maximum exposures to loss. The assets and liabilities of VIEs for which we are the primary beneficiary were not significant to the Company's consolidated financial statements.

Creditors of our VIEs do not have recourse against the general credit of the Company, regardless of whether they are accounted for as consolidated entities.

Revenue Recognition

Revenue Recognition

Our Company recognizes revenue when persuasive evidence of an arrangement exists, delivery of products has occurred, the sales price charged is fixed or determinable, and collectibility is reasonably assured. For our Company, this generally means that we recognize revenue when title to our products is transferred to our bottling partners, resellers or other customers. In particular, title usually transfers upon shipment to or receipt at our customers' locations, as determined by the specific sales terms of the transactions. Our sales terms do not allow for a right of return except for matters related to any manufacturing defects on our part.

Deductions from Revenue

Deductions from Revenue

Our customers can earn certain incentives including, but not limited to, cash discounts, funds for promotional and marketing activities, volume-based incentive programs and support for infrastructure programs. The costs associated with these incentives are included in deductions from revenue, a component of net operating revenues in our consolidated statements of income. For customer incentives that must be earned, management must make estimates related to the contractual terms, customer performance and sales volume to determine the total amounts earned and to be recorded in deductions from revenue. In making these estimates, management considers past results. The actual amounts ultimately paid may be different from our estimates.

In some situations, the Company may determine it to be advantageous to make advance payments to specific customers to fund certain marketing activities intended to generate profitable volume and/or invest in infrastructure programs with our bottlers that are directed at strengthening our bottling system and increasing unit case volume. The Company also makes advance payments to certain customers for distribution rights. The advance payments made to customers are initially capitalized and included in our consolidated balance sheets in prepaid expenses and other assets and noncurrent other assets, depending on the duration of the agreements. The assets are amortized over the applicable periods and included in deductions from revenue. The duration of these agreements typically ranges from 4 to 10 years.

Amortization expense for infrastructure programs was $86 million, $90 million and $137 million in 2012, 2011 and 2010, respectively. The aggregate deductions from revenue recorded by the Company in relation to these programs, including amortization expense on infrastructure programs, were $6.1 billion, $5.8 billion and $5.0 billion in 2012, 2011 and 2010, respectively.

Advertising Costs

Advertising Costs

Our Company expenses production costs of print, radio, television and other advertisements as of the first date the advertisements take place. All other marketing expenditures are expensed in the annual period in which the expenditure is incurred. Advertising costs included in the line item selling, general and administrative expenses in our consolidated statements of income were $3.3 billion, $3.3 billion and $2.9 billion in 2012, 2011 and 2010, respectively. As of December 31, 2012 and 2011, advertising and production costs of $295 million and $349 million, respectively, were primarily recorded in the line item prepaid expenses and other assets in our consolidated balance sheets.

For interim reporting purposes, we allocate our estimated full year marketing expenditures that benefit multiple interim periods to each of our interim reporting periods. We use the proportion of each interim period's actual unit case volume to the estimated full year unit case volume as the basis for the allocation. This methodology results in our marketing expenditures being recognized at a standard rate per unit case. At the end of each interim reporting period, we review our estimated full year unit case volume and our estimated full year marketing expenditures in order to evaluate if a change in estimate is necessary. The impact of any changes in these full year estimates is recognized in the interim period in which the change in estimate occurs. Our full year marketing expenditures are not impacted by this interim accounting policy.

Shipping and Handling Costs

Shipping and Handling Costs

Shipping and handling costs related to the movement of finished goods from manufacturing locations to our sales distribution centers are included in the line item cost of goods sold in our consolidated statements of income. Shipping and handling costs incurred to move finished goods from our sales distribution centers to customer locations are included in the line item selling, general and administrative expenses in our consolidated statements of income. As a result of our acquisition of CCE's former North America business, the amount of shipping and handling costs recorded in the line item selling, general and administrative expenses increased significantly in 2011 when compared to 2010. During the years endedDecember 31, 2012 and 2011, the Company recorded shipping and handling costs of $2.8 billion and $2.4 billion, respectively, in the line item selling, general and administrative expenses. Our customers do not pay us separately for shipping and handling costs related to finished goods.

Net Income Per Share

Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted net income per share is computed similarly to basic net income per share, except that it includes the potential dilution that could occur if dilutive securities were exercised. Approximately 34 million, 32 million (as adjusted) and 77 million (as adjusted) stock option awards were excluded from the computations of diluted net income per share in 2012, 2011 and 2010, respectively, because the awards would have been antidilutive for the years presented.

Cash Equivalents

Cash Equivalents

We classify time deposits and other investments that are highly liquid and have maturities of three months or less at the date of purchase as cash equivalents. We manage our exposure to counterparty credit risk through specific minimum credit standards, diversification of counterparties and procedures to monitor our credit risk concentrations.

Short-term Investments

Short-Term Investments

We classify time deposits and other investments that have maturities of greater than three months but less than one year as short-term investments.

Investments in Equity and Debt Securities

Investments in Equity and Debt Securities

We use the equity method to account for our investments in equity securities if our investment gives us the ability to exercise significant influence over operating and financial policies of the investee. We include our proportionate share of earnings and/or losses of our equity method investees in equity income (loss) — net in our consolidated statements of income. The carrying value of our equity investments is reported in equity method investments in our consolidated balance sheets. Refer to Note 6.

We account for investments in companies that we do not control or account for under the equity method either at fair value or under the cost method, as applicable. Investments in equity securities are carried at fair value if the fair value of the security is readily determinable. Equity investments carried at fair value are classified as either trading or available-for-sale securities with their cost basis determined by the specific identification method. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in other income (loss) — net in our consolidated statements of income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of accumulated other comprehensive income (loss) ("AOCI"). Trading securities are reported as either marketable securities or other assets in our consolidated balance sheets. Securities classified as available-for-sale are reported as either marketable securities, other investments or other assets in our consolidated balance sheets, depending on the length of time we intend to hold the investment. Refer to Note 3.

Investments in equity securities that we do not control or account for under the equity method and do not have readily determinable fair values are accounted for under the cost method. Cost method investments are originally recorded at cost, and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets, and dividend income from cost method investments is reported in the line item other income (loss) — net in our consolidated statements of income.

Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale.

Each reporting period we review all of our investments in equity and debt securities, except for those classified as trading, to determine whether a significant event or change in circumstances has occurred that may have an adverse effect on the fair value of each investment. When such events or changes occur, we evaluate the fair value compared to our cost basis in the investment. We also perform this evaluation every reporting period for each investment for which our cost basis exceeded the fair value in the prior period. The fair values of most of our investments in publicly traded companies are often readily available based on quoted market prices. For investments in nonpublicly traded companies, management's assessment of fair value is based on valuation methodologies including discounted cash flows, estimates of sales proceeds and appraisals, as appropriate. We consider the assumptions that we believe hypothetical marketplace participants would use in evaluating estimated future cash flows when employing the discounted cash flow or estimates of sales proceeds valuation methodologies.

In the event the fair value of an investment declines below our cost basis, management determines if the decline in fair value is other than temporary. If management determines the decline is other than temporary, an impairment charge is recorded. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis, the financial condition and near-term prospects of the issuer, and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value.

Trade Accounts Receivable

Trade Accounts Receivable

We record trade accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts to reflect any loss anticipated on the trade accounts receivable balances and charged to the provision for doubtful accounts. We calculate this allowance based on our history of write-offs, the level of past-due accounts based on the contractual terms of the receivables, and our relationships with, and the economic status of, our bottling partners and customers. We believe our exposure to concentrations of credit risk is limited due to the diverse geographic areas covered by our operations. Activity in the allowance for doubtful accounts was as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	83		$	48		$	55
Net charges to costs and expenses	5			56			21
Write-offs	(19		)	(12		)	(18		)
Other1	(16		)	(9		)	(10		)
Balance at end of year	$	53		$	83		$	48

¹  Other includes acquisitions, divestitures, foreign currency translation and the impact of transferring the assets of our consolidated Philippine and Brazilian bottling operations to assets held for sale.

A significant portion of our net operating revenues and corresponding accounts receivable is derived from sales of our products in international markets. Refer to Note 19. We also generate a significant portion of our net operating revenues by selling concentrates and syrups to bottlers in which we have a noncontrolling interest, including Coca-Cola Hellenic Bottling Company S.A. ("Coca-Cola Hellenic"), Coca-Cola FEMSA, S.A.B. de C.V. ("Coca-Cola FEMSA") and Coca-Cola Amatil Limited ("Coca-Cola Amatil"). Refer to Note 6.

Inventories

Inventories

Inventories consist primarily of raw materials and packaging (which includes ingredients and supplies) and finished goods (which include concentrates and syrups in our concentrate operations, and finished beverages in our finished product operations). Inventories are valued at the lower of cost or market. We determine cost on the basis of the average cost or first-in, first-out methods. Refer to Note 4.

Derivative Instruments

Derivative Instruments

Our Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risks managed by the Company through the use of derivative instruments are foreign currency exchange rate risk, commodity price risk and interest rate risk. All derivatives are carried at fair value in our consolidated balance sheets in the line items prepaid expenses and other assets or accounts payable and accrued expenses, as applicable. The cash flow impact of the Company's derivative instruments is primarily included in our consolidated statements of cash flows in net cash provided by operating activities. Refer to Note 5.

Property, Plant and Equipment

Property, Plant and Equipment

Property, plant and equipment are stated at cost. Repair and maintenance costs that do not improve service potential or extend economic life are expensed as incurred. Depreciation is recorded principally by the straight-line method over the estimated useful lives of our assets, which are reviewed periodically and generally have the following ranges: buildings and improvements: 40 years or less; and machinery, equipment and vehicle fleet: 20 years or less. Land is not depreciated, and construction in progress is not depreciated until ready for service. Leasehold improvements are amortized using the straight-line method over the shorter of the remaining lease term, including renewals that are deemed to be reasonably assured, or the estimated useful life of the improvement. Depreciation is not recorded during the period in which a long-lived asset (disposal group) is classified as held for sale, even if the asset (disposal group) continues to generate revenue during the period. Depreciation expense, including the depreciation expense of assets under capital lease, totaled $1,704 million, $1,654 million and $1,188 million in 2012, 2011 and 2010, respectively. Amortization expense for leasehold improvements totaled $19 million, $18 million and $16 million in 2012, 2011 and 2010, respectively.

Certain events or changes in circumstances may indicate that the recoverability of the carrying amount of property, plant and equipment should be assessed, including, among others, a significant decrease in market value, a significant change in the business climate in a particular market, or a current period operating or cash flow loss combined with historical losses or projected future losses. When such events or changes in circumstances are present, we estimate the future cash flows expected to result from the use of the asset (or asset group) and its eventual disposition. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount exceeds the fair value. We use a variety of methodologies to determine the fair value of property, plant and equipment, including appraisals and discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use. Refer to Note 7.

Goodwill, Trademarks and Other Intangible Assets

Goodwill, Trademarks and Other Intangible Assets

We classify intangible assets into three categories: (1) intangible assets with definite lives subject to amortization, (2) intangible assets with indefinite lives not subject to amortization and (3) goodwill. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, the Company's long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, primarily on a straight-line basis, over their useful lives, generally ranging from 1 to 20 years. Refer to Note 8.

When facts and circumstances indicate that the carrying value of definite-lived intangible assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of sales volume and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those we use in our internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, we recognize an impairment loss. The impairment loss recognized is the amount by which the carrying amount of the asset (or asset group) exceeds the fair value. We use a variety of methodologies to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumptions we believe hypothetical marketplace participants would use.

We test intangible assets determined to have indefinite useful lives, including trademarks, franchise rights and goodwill, for impairment annually, or more frequently if events or circumstances indicate that assets might be impaired. Our Company performs these annual impairment reviews as of the first day of our third fiscal quarter. We use a variety of methodologies in conducting impairment assessments of indefinite-lived intangible assets, including, but not limited to, discounted cash flow models, which are based on the assumptions we believe hypothetical marketplace participants would use. For indefinite-lived intangible assets, other than goodwill, if the carrying amount exceeds the fair value, an impairment charge is recognized in an amount equal to that excess.

The Company has the option to perform a qualitative assessment of indefinite-lived intangible assets, other than goodwill, prior to completing the impairment test described above. The Company must assess whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that this is the case, it must perform the testing described above. Otherwise, the Company does not need to perform any further assessment. During 2012, the Company only performed qualitative assessments on less than 10 percent of our indefinite-lived intangible assets balance.

We perform impairment tests of goodwill at our reporting unit level, which is one level below our operating segments. Our operating segments are primarily based on geographic responsibility, which is consistent with the way management runs our business. Our operating segments are subdivided into smaller geographic regions or territories that we sometimes refer to as "business units." These business units are also our reporting units. The Bottling Investments operating segment includes all Company-owned or consolidated bottling operations, regardless of geographic location, except for bottling operations managed by CCR, which are included in our North America operating segment. Generally, each Company-owned or consolidated bottling operation within our Bottling Investments operating segment is its own reporting unit. Goodwill is assigned to the reporting unit or units that benefit from the synergies arising from each business combination.

The goodwill impairment test consists of a two-step process, if necessary. The first step is to compare the fair value of a reporting unit to its carrying value, including goodwill. We typically use discounted cash flow models to determine the fair value of a reporting unit. The assumptions used in these models are consistent with those we believe hypothetical marketplace participants would use. If the fair value of the reporting unit is less than its carrying value, the second step of the impairment test must be performed in order to determine the amount of impairment loss, if any. The second step compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit's goodwill exceeds its implied fair value, an impairment charge is recognized in an amount equal to that excess. The loss recognized cannot exceed the carrying amount of goodwill.

The Company has the option to perform a qualitative assessment of goodwill prior to completing the two-step process described above to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill and other intangible assets. If the Company concludes that this is the case, it must perform the two-step process. Otherwise, the Company will forego the two-step process and does not need to perform any further testing. During 2012, the Company only performed qualitative assessments on less than 10 percent of our consolidated goodwill balance.

Impairment charges related to intangible assets are generally recorded in the line item other operating charges or, to the extent they relate to equity method investees, in the line item equity income (loss) — net in our consolidated statements of income.

Contingencies

Contingencies

Our Company is involved in various legal proceedings and tax matters. Due to their nature, such legal proceedings and tax matters involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions. Management assesses the probability of loss for such contingencies and accrues a liability and/or discloses the relevant circumstances, as appropriate. Refer to Note 11.

Stock-Based Compensation

Stock-Based Compensation

Our Company currently sponsors stock option plans and restricted stock award plans. The fair value of our stock option grants is estimated on the grant date using a Black-Scholes-Merton option-pricing model. The Company recognizes compensation expense on a straight-line basis over the period the grant is earned by the employee, generally four years.

The fair value of our restricted stock awards is the quoted market value of the Company's stock on the grant date less the present value of the expected dividends not received during the relevant holding period. In the period it becomes probable that the minimum performance criteria specified in the restricted stock award plan will be achieved, we recognize expense for the proportionate share of the total fair value of the award related to the vesting period that has already lapsed. The remaining cost of the award is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that we will achieve the minimum performance criteria specified in the plan, we reverse all of the previously recognized compensation expense in the period such a determination is made. Refer to Note 12.

Pension and Other Postretirement Benefit Plans

Pension and Other Postretirement Benefit Plans

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates and participate in multi-employer pension plans in the United States. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States. Refer to Note 13.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. The market-related value of assets is used to determine the Company's expected return on assets, a component of our annual pension expense calculation. The Company previously used a smoothing technique to calculate our market-related value of assets, which reflected changes in the fair value over no more than five years. However, we now use the actual fair value of plan assets to determine our expected return on those assets for all of our defined benefit plans. Although both methods are permitted under accounting principles generally accepted in the United States, the Company believes our new methodology is preferable as it accelerates the recognition of gains and losses in the determination of our annual pension expense.

The Company's change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required. The cumulative effect of this change on retained earnings as of January 1, 2011, was an increase of $59 million, with an offset to AOCI. The impact of this change on the Company's income before income taxes was an increase of $4 million and $19 million and a decrease of $36 million during the years endedDecember 31, 2012, 2011 and 2010, respectively. The impact on the Company's earnings per share was not significant for any of the financial statement periods presented in this report.

Income Taxes

Income Taxes

Income tax expense includes United States, state, local and international income taxes, plus a provision for U.S. taxes on undistributed earnings of foreign subsidiaries not deemed to be indefinitely reinvested. Deferred tax assets and liabilities are recognized for the tax consequences of temporary differences between the financial reporting basis and the tax basis of existing assets and liabilities. The tax rate used to determine the deferred tax assets and liabilities is the enacted tax rate for the year and manner in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than not be realized. The Company records taxes that are collected from customers and remitted to governmental authorities on a net basis in our consolidated statements of income.

The Company is involved in various tax matters, with respect to some of which the outcome is uncertain. We establish reserves to remove some or all of the tax benefit of any of our tax positions at the time we determine that it becomes uncertain based upon one of the following conditions: (1) the tax position is not "more likely than not" to be sustained, (2) the tax position is "more likely than not" to be sustained, but for a lesser amount, or (3) the tax position is "more likely than not" to be sustained, but not in the financial period in which the tax position was originally taken. For purposes of evaluating whether or not a tax position is uncertain, (1) we presume the tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information; (2) the technical merits of a tax position are derived from authorities such as legislation and statutes, legislative intent, regulations, rulings and case law and their applicability to the facts and circumstances of the tax position; and (3) each tax position is evaluated without consideration of the possibility of offset or aggregation with other tax positions taken. A number of years may elapse before a particular uncertain tax position is audited and finally resolved or when a tax assessment is raised. The number of years subject to tax assessments varies depending on the tax jurisdiction. The tax benefit that has been previously reserved because of a failure to meet the "more likely than not" recognition threshold would be recognized in our income tax expense in the first interim period when the uncertainty disappears under any one of the following conditions: (1) the tax position is "more likely than not" to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. Refer to Note 14.

Translation and Remeasurement

Translation and Remeasurement

We translate the assets and liabilities of our foreign subsidiaries from their respective functional currencies to U.S. dollars at the appropriate spot rates as of the balance sheet date. Generally, our foreign subsidiaries use the local currency as their functional currency. Changes in the carrying value of these assets and liabilities attributable to fluctuations in spot rates are recognized in foreign currency translation adjustment, a component of AOCI. Refer to Note 15. Income statement accounts are translated using the monthly average exchange rates during the year.

Monetary assets and liabilities denominated in a currency that is different from a reporting entity's functional currency must first be remeasured from the applicable currency to the legal entity's functional currency. The effect of this remeasurement process is recognized in the line item other income (loss) — net in our consolidated statements of income and is partially offset by the impact of our economic hedging program for certain exposures on our consolidated balance sheets. Refer to Note 5.

Hyperinflationary Economies

Hyperinflationary Economies

A hyperinflationary economy is one that has cumulative inflation of approximately 100 percent or more over a three-year period. Effective January 1, 2010, Venezuela was determined to be a hyperinflationary economy, and the Venezuelan government devalued the bolivar by resetting the official rate of exchange ("official rate") from 2.15 bolivars per U.S. dollar to 2.6 bolivars per U.S. dollar for essential goods and 4.3 bolivars per U.S. dollar for nonessential goods. In accordance with hyperinflationary accounting under accounting principles generally accepted in the United States, our local subsidiary was required to use the U.S. dollar as its functional currency. As a result, we remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar, which resulted in a loss of $103 million during the first quarter of 2010. The loss was recorded in the line item other income (loss) - net in our consolidated statement of income. We classified the impact of the remeasurement loss in the line item effect of exchange rate changes on cash and cash equivalents in our consolidated statement of cash flows.

In June 2010, the Venezuelan government introduced a newly regulated foreign currency exchange system known as the Transaction System for Foreign Currency Denominated Securities ("SITME"). This system, which was subject to annual limits, enabled entities domiciled in Venezuela to exchange their bolivars to U.S. dollars through authorized financial institutions (commercial banks, savings and lending institutions, etc.).

In December 2010, the Venezuelan government announced that it was eliminating the official rate of 2.6 bolivars per U.S. dollar for essential goods. As a result, the only two exchange rates available for remeasuring bolivar-denominated transactions as of December 31, 2010, were the official rate of 4.3 bolivars per U.S. dollar and the SITME rate. As discussed above, the Company remeasured the net assets of our Venezuelan subsidiary using the official rate for nonessential goods of 4.3 bolivars per U.S. dollar starting on January 1, 2010. Therefore, the elimination of the official rate for essential goods had no impact on the remeasurement of the net assets of our Venezuelan subsidiary.

Subsequent to December 31, 2012, the Venezuelan government devalued its currency further to an official rate of 6.3 bolivars per U.S. dollar. The government also announced that it was discontinuing the SITME foreign exchange system. As a result, the Company will remeasure the net assets of our local subsidiary and recognize the related gains or losses from remeasurement in the line item other income (loss) — net in our consolidated statement of income. Based on the carrying value of our assets and liabilities denominated in Venezuelan bolivar as of December 31, 2012, we anticipate recognizing a remeasurement loss of $100 million to $125 million during the first quarter of 2013.

The Company will continue to use the official rate to remeasure the net assets of our Venezuelan subsidiary. If the official rate devalues further, it would result in our Company recognizing additional foreign currency exchange gains or losses in our consolidated financial statements. As of December 31, 2012, our Venezuelan subsidiary held monetary assets of approximately $450 million and monetary liabilities of approximately $85 million.

In addition to the foreign currency exchange exposure related to our Venezuelan subsidiary's net assets, we also sell concentrate to our bottling partner in Venezuela from outside the country. These sales are denominated in U.S. dollars. If we are unable to utilize a government-approved exchange rate mechanism for future concentrate sales to our bottling partner in Venezuela, the amount of receivables related to these sales will increase. In addition, we have certain intangible assets associated with products sold in Venezuela. If the bolivar further devalues, it could result in the impairment of these intangible assets. As of December 31, 2012, the carrying value of our accounts receivable from our bottling partner in Venezuela and intangible assets associated with products sold in Venezuela was $216 million.

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NET CHANGE IN OPERATING ASSETS AND LIABILITIES

12 Months Ended

Dec. 31, 2012

NET CHANGE IN OPERATING ASSETS AND LIABILITIES DISCLOSURE [Abstract]

NET CHANGE IN OPERATING ASSETS AND LIABILITIES

NET CHANGE IN OPERATING ASSETS AND LIABILITIES

Net cash provided by (used in) operating activities attributable to the net change in operating assets and liabilities is composed of the following (in millions):

Year Ended December 31,	2012			2011			2010
(Increase) decrease in trade accounts receivable	$	(33	)	$	(562	)	$	(41	)
(Increase) decrease in inventories	(286		)	(447		)	182
(Increase) decrease in prepaid expenses and other assets	(29		)	(350		)	(148		)
Increase (decrease) in accounts payable and accrued expenses	(556		)	63			656
Increase (decrease) in accrued taxes	770			(132		)	(266		)
Increase (decrease) in other liabilities	(946		)	(465		)	(13		)
Net change in operating assets and liabilities	$	(1,080	)	$	(1,893	)	$	370

XML

ACQUISITIONS AND DIVESTITURES (Details 4) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended						3 Months Ended	12 Months Ended			12 Months Ended			12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2010 Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2011 Coca-Cola Embonor SA [Member]	Dec. 31, 2011 Great Plains Coca Cola Bottling Company [Member]	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Dec. 31, 2011 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Dec. 31, 2012 Coca-Cola Enterprises Inc.'s ("CCE") North American business Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2010 Dr Pepper Snapple Group, Inc. license rights	Oct. 02, 2010 Dr Pepper Snapple Group, Inc. license rights	Dec. 31, 2010 Coca-Cola Freestyle	Oct. 02, 2010 Coca-Cola Freestyle	Dec. 31, 2012 Aujan bottling and distribution company [Member]	Dec. 31, 2012 Investment in Aujan Industries [Member]
Acquisition and investment activities
Total purchase price							$ 360				$ 6,895							$ 980
Increase (Decrease) in Income (Loss) from Discontinued Operations					(387)
Period of time after the sale of our Norwegian and Swedish bottling operations, New CCE has the right to acquire our majority interest in our German bottling operation, low end of range (in months)	18
Period of time after the sale of our Norwegian and Swedish bottling operations, New CCE has the right to acquire our majority interest in our German bottling operation, high end of range (in months)	39
Transaction cost related to acquisition and divestiture									81			84
Charge related to preexisting relationships								265	265	1
Net revenue contributed since the acquisition date								3,637
Net losses contributed since the acquisition date								(122)
Consolidated pro forma information
Net operating revenues				43,106
Net income attributable to shareowners of The Coca-Cola Company				6,839
Decrease to Net Operation Revenues					433
One-time cash payment for license agreements to distribute trademark brands in North America													715
Term of the license agreement (in years)													20
Renewal period for license agreement (in years)													20
Term of the agreement (in years)															20
Indefinite lived intangible assets														865
Deferred revenue																150
Deferred revenue amortization period (in years)																20
Equity Method Investment, Ownership Percentage																	49.00%
Equity Method Investments		9,216	7,233
Proceeds from Disposals of Bottling Companies and Other Investments		2,189	562	972
Proceeds from Divestiture of Businesses					900	394
Business Acquisition, Cost of Acquired Entity, Cash Paid							$ 321				$ 1,368

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OTHER COMPREHENSIVE INCOME (Tables)

12 Months Ended

Dec. 31, 2012

OTHER COMPREHENSIVE INCOME [Abstract]

AOCI attributable to the shareowners of The Coca-Cola Company

AOCI attributable to shareowners of The Coca-Cola Company consisted of the following (in millions):

December 31,	2012			2011
				As Adjusted
Foreign currency translation adjustment	$	(1,665	)	$	(1,445	)
Accumulated derivative net gains (losses)	46			(53		)
Unrealized net gains (losses) on available-for-sale securities	338			160
Adjustments to pension and other benefit liabilities	(2,104		)	(1,436		)
Accumulated other comprehensive income (loss)	$	(3,385	)	$	(2,774	)

OCI attributable to shareowners of The Coca-Cola Company, including our proportionate share of equity method investees' OCI

OCI attributable to shareowners of The Coca-Cola Company, including our proportionate share of equity method investees' OCI, for the years ended December 31, 2012, 2011 and 2010, is as follows (in millions):

	Before-Tax Amount			Income Tax			After-Tax Amount
2012
Net foreign currency translation adjustment	$	(219	)	$	(1	)	$	(220	)
Derivatives:
Unrealized gains (losses) arising during the year	77			(29		)	48
Reclassification adjustments recognized in net income	82			(31		)	51
Net gain (loss) on derivatives1	159			(60		)	99
Available-for-sale securities:
Unrealized gains (losses) arising during the year	248			(64		)	184
Reclassification adjustments recognized in net income	(6		)	—			(6		)
Net change in unrealized gain (loss) on available-for-sale securities2	242			(64		)	178
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,132		)	405			(727		)
Reclassification adjustments recognized in net income	92			(33		)	59
Net change in pension and other benefit liabilities3	(1,040		)	372			(668		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(858	)	$	247		$	(611	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

	Before-Tax Amount			Income Tax			After-Tax Amount
2011 — As Adjusted
Net foreign currency translation adjustment	$	(639	)	$	(1	)	$	(640	)
Derivatives:
Unrealized gains (losses) arising during the year	(3		)	(1		)	(4		)
Reclassification adjustments recognized in net income	243			(94		)	149
Net gain (loss) on derivatives1	240			(95		)	145
Available-for-sale securities:
Unrealized gains (losses) arising during the year	(4		)	(8		)	(12		)
Reclassification adjustments recognized in net income	10			(5		)	5
Net change in unrealized gain (loss) on available-for-sale securities2	6			(13		)	(7		)
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,206		)	423			(783		)
Reclassification adjustments recognized in net income	31			(11		)	20
Net change in pension and other benefit liabilities3	(1,175		)	412			(763		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(1,568	)	$	303		$	(1,265	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

	Before-Tax Amount			Income Tax			After-Tax Amount
2010 — As Adjusted
Net foreign currency translation adjustment	$	(966	)	$	31		$	(935	)
Derivatives:
Unrealized gains (losses) arising during the year	(239		)	108			(131		)
Reclassification adjustments recognized in net income	17			(6		)	11
Net gain (loss) on derivatives1	(222		)	102			(120		)
Available-for-sale securities:
Unrealized gains (losses) arising during the year	115			(25		)	90
Reclassification adjustments recognized in net income	18			(6		)	12
Net change in unrealized gain (loss) on available-for-sale securities2	133			(31		)	102
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	397			(139		)	258
Reclassification adjustments recognized in net income	35			(11		)	24
Net change in pension and other benefit liabilities3	432			(150		)	282
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(623	)	$	(48	)	$	(671	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies [Abstract]

Activity in allowance for doubtful accounts

Activity in the allowance for doubtful accounts was as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	83		$	48		$	55
Net charges to costs and expenses	5			56			21
Write-offs	(19		)	(12		)	(18		)
Other1	(16		)	(9		)	(10		)
Balance at end of year	$	53		$	83		$	48

¹  Other includes acquisitions, divestitures, foreign currency translation and the impact of transferring the assets of our consolidated Philippine and Brazilian bottling operations to assets held for sale.

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ACQUISITIONS AND DIVESTITURES (Tables)

12 Months Ended

Dec. 31, 2012

Acquisitions and Divestitures Disclosure [Abstract] [

Schedule of Replaced shared-based payments awards related to CCE's North America employees

The following table provides a list of all replacement awards and the estimated fair value of those awards issued in conjunction with our acquisition of CCE's former North America business (in millions):

	Number of Shares, Options and Units Issued	Fair Value
	As Adjusted
Performance share units	3.3	$	192
Stock options	9.6	109
Restricted share units	1.6	50
Restricted stock	0.4	12
Total	14.9	$	363

Schedule of the total purchase price of CCE's North American business

The following table reconciles the total purchase price of the Company's acquisition of CCE's former North America business, including adjustments recorded as part of the Company's purchase accounting (in millions):

	October 2, 2010
Fair value of our equity investment in CCE1	$	5,373
Cash consideration2	1,368
Fair value of share-based payment awards3	154
Total purchase price	$	6,895

¹  Represents the fair value of our 33 percent ownership interest in the outstanding common stock of CCE based on the closing price of CCE's common stock on the last day the New York Stock Exchange was open prior to the acquisition date. The fair value reflects our indirect ownership interest in both CCE's European operations and former North America business.

²  Primarily related to the debt shortfall and working capital adjustments.

³  Represents the portion of the total fair value of the replacement awards associated with services rendered prior to the business combination, net of tax.

Schedule of the allocation of the purchase price by major class of assets and liabilities

The following table presents the final allocation of the purchase price by major class of assets and liabilities (in millions) as of the acquisition date, as well as adjustments made during 2011 (referred to as "measurement period adjustments"):

	Amounts Recognized as of Acquisition Date1			Measurement Period Adjustments2			Amounts Recognized as of Acquisition Date (as Adjusted)
Cash and cash equivalents	$	49		$	—		$	49
Marketable securities	7			—			7
Trade accounts receivable3	1,194			—			1,194
Inventories	696			—			696
Other current assets4	744			(5		)	739
Property, plant and equipment4	5,385			(682		)	4,703
Bottlers' franchise rights with indefinite lives4,5	5,100			100			5,200
Other intangible assets4,6	1,032			45			1,077
Other noncurrent assets	261			—			261
Total identifiable assets acquired	$	14,468		$	(542	)	$	13,926
Accounts payable and accrued expenses4	1,826			8			1,834
Loans and notes payable7	266			—			266
Long-term debt7	9,345			—			9,345
Pension and other postretirement liabilities8	1,313			—			1,313
Other noncurrent liabilities4,9	2,603			(293		)	2,310
Total liabilities assumed	$	15,353		$	(285	)	$	15,068
Net liabilities assumed	(885		)	(257		)	(1,142		)
Goodwill4,10	7,746			304			8,050
	$	6,861		$	47		$	6,908
Less: Noncontrolling interests	13			—			13
Net assets acquired	$	6,848		$	47		$	6,895

¹  As previously reported in the Notes to Consolidated Financial Statements included in our annual report on Form 10-K for the year ended December 31, 2010.

²  The measurement period adjustments did not have a significant impact on our consolidated statements of income for the years ended December 31, 2011, and December 31, 2010. Therefore, we did not retrospectively adjust the comparative 2010 financial information.

³  The gross amount due under receivables we acquired was $1,226 million, of which $32 million was expected to be uncollectible.

⁴  The measurement period adjustments were due to the finalization of appraisals related to intangible assets and certain fixed assets and resulted in the following: a decrease to property, plant and equipment; an increase to franchise rights; and a decrease to noncurrent deferred tax liabilities. The net impact of the measurement period adjustments and the payments made to New CCE that related to the finalization of working capital adjustments resulted in a net increase to goodwill.

⁵  Represents reacquired franchise rights that had previously provided CCE with exclusive and perpetual rights to manufacture and/or distribute certain beverages in specified territories. These rights have been determined to have indefinite lives and are not amortized.

⁶  Other intangible assets primarily relate to franchise rights that had previously provided CCE with exclusive rights to manufacture and/or distribute certain beverages in specified territories for a finite period of time, and therefore have been classified as definite-lived intangible assets. The estimated fair value of franchise rights with definite lives was $650 million as of the acquisition date. These franchise rights will be amortized over a weighted-average life of approximately eight years, which is equal to the weighted-average remaining contractual term of the franchise rights. Other intangible assets also include $380 million of customer relationships, which will be amortized over approximately 20 years.

⁷  Refer to Note 10 for additional information.

⁸  The assumed pension and other postretirement liabilities consisted of benefit obligations of $3,544 million and plan assets of $2,231 million. Refer to Note 13 for additional information related to pension and other postretirement plans assumed from CCE.

⁹  Primarily relates to deferred tax liabilities recorded on franchise rights. Refer to Note 14.

¹⁰  The goodwill recognized as part of this acquisition has been assigned to the North America operating segment, of which $170 million is tax deductible. The goodwill recognized in conjunction with our acquisition of CCE's former North America business is primarily related to synergistic value created from having a unified operating system that will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

Schedule of pro forma information of CCE's North American business acquisition and Norwegian and Swedish bottling operation divestitures

The following table presents unaudited consolidated pro forma information as if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred on January 1, 2010 (in millions):

	Unaudited
Year Ended December 31,	2010
Net operating revenues1	$	43,106
Net income attributable to shareowners of The Coca-Cola Company2,3	6,839

¹  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net operating revenues of approximately $433 million in 2010.

²  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net income attributable to shareowners of The Coca-Cola Company of approximately $387 million in 2010.

³  The 2010 pro forma information has been adjusted to exclude the gain related to the remeasurement of our equity interest in CCE to fair value upon the close of the transaction, the gain on the sale of our Norwegian and Swedish bottling operations, transaction costs and charges related to preexisting relationships in order to present the pro forma information as if the transactions had occurred prior to January 1, 2010.

Information related to the major classes of assets and liabilities held for sale

The following table presents information related to the major classes of assets and liabilities of the Company's Philippine and Brazilian bottling operations, both of which are included in our Bottling Investments operating segment, as of December 31, 2012 (in millions):

	Philippine Bottling Operations			Brazilian Bottling Operations		Total Bottling Operations Held for Sale
Cash, cash equivalents and short-term investments	$	133		$	45	$	178
Trade accounts receivable, less allowances	108			88		196
Inventories	187			85		272
Prepaid expenses and other assets	223			174		397
Other assets	7			128		135
Property, plant and equipment — net	841			419		1,260
Bottlers' franchise rights with indefinite lives	341			130		471
Goodwill	148			22		170
Other intangible assets	—			1		1
Allowance for reduction of assets held for sale	(107		)	—		(107		)
Total assets	$	1,881		$	1,092	$	2,973
Accounts payable and accrued expenses	$	241		$	157	$	398
Loans and notes payable	—			6		6
Current maturities of long-term debt	—			28		28
Accrued income taxes	(4		)	4		—
Long-term debt	—			147		147
Other liabilities	20			75		95
Deferred income taxes	102			20		122
Total liabilities	$	359		$	437	$	796

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CONSOLIDATED STATEMENTS OF SHAREOWNERS' EQUITY (Parentheticals) (USD $)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Dividends per share	$ 1.02	$ 0.94	$ 0.88

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INVESTMENTS (Tables)

12 Months Ended

Dec. 31, 2012

Investments Disclosure [Abstract]

Schedule of trading securities

The Company's trading securities were included in the following captions in our consolidated balance sheets (in millions):

December 31,	2012		2011
Marketable securities	$	184	$	138
Other assets	82		73
Total trading securities	$	266	$	211

Certain Debt and Marketable Equity Securities, Available-for-Sale And Held-To-Maturity Securities, Value and Maturities

As of December 31, 2012 and 2011, available-for-sale and held-to-maturity securities consisted of the following (in millions):

			Gross Unrealized					Estimated
	Cost		Gains		Losses			Fair Value
2012
Available-for-sale securities:1,2
Equity securities	$	957	$	441	$	(10	)	$	1,388
Debt securities	3,169		46		(10		)	3,205
	$	4,126	$	487	$	(20	)	$	4,593
Held-to-maturity securities:
Bank and corporate debt	$	—	$	—	$	—		$	—
2011
Available-for-sale securities:1
Equity securities	$	834	$	237	$	—		$	1,071
Debt securities	332		1		(3		)	330
	$	1,166	$	238	$	(3	)	$	1,401
Held-to-maturity securities:
Bank and corporate debt	$	113	$	—	$	—		$	113

¹  Refer to Note 16 for additional information related to the estimated fair value.

²  During 2012, the Company made a change to its overall cash management program. In an effort to manage counterparty risk and diversify our assets, the Company began to make additional investments in high-quality securities. These investments are primarily classified as available-for-sale securities.

Schedule of Realized Gain (Loss) [Table Text Block]

The sale and/or maturity of available-for-sale securities resulted in the following activity (in millions):

Years Ending December 31,	2012			2011
Gross gains	$	41		$	5
Gross losses	(35		)	(1		)
Proceeds	5,036			37

Investments By Balance Sheet Grouping

The Company's available-for-sale and held-to-maturity securities were included in the following captions in our consolidated balance sheets (in millions):

	December 31, 2012				December 31, 2011
	Available- for-Sale Securities		Held-to- Maturity Securities		Available- for-Sale Securities		Held-to- Maturity Securities
Cash and cash equivalents	$	9	$	—	$	—	$	112
Marketable securities	2,908		—		5		1
Other investments, principally bottling companies	1,087		—		986		—
Other assets	589		—		410		—
	$	4,593	$	—	$	1,401	$	113

Contractual maturity amounts of the investment securities

The contractual maturities of these investments as of December 31, 2012, were as follows (in millions):

	Available-for-Sale Securities				Held-to-Maturity Securities
	Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	1,003	$	1,001	$	—	$	—
After 1 year through 5 years	1,590		1,598		—		—
After 5 years through 10 years	270		299		—		—
After 10 years	306		307		—		—
Equity securities	957		1,388		—		—
	$	4,126	$	4,593	$	—	$	—

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details 6) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Multi-Employer Plans
Pension expense for multiemployer plans	$ 31	$ 69
Defined contribution plan - U. S. Plan
Defined Contribution Plan Disclosures
Company costs associated with defined contribution plans	93	78	44
Defined contribution plan - non U. S. Plan
Defined Contribution Plan Disclosures
Company costs associated with defined contribution plans	29	31	35
Integration of CCE's North American Operations [Member]
Multi-Employer Plans
Pension expense related to withdrawal from certain of the plans		$ 32
Primary US Plan [Member]
Defined Contribution Plan Disclosures
Maximum employer contribution as a percentage of compensation (as a percent)	3.50%

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COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies Disclosure [Abstract]

Lease payments under noncancelable operating leases

The following table summarizes our minimum lease payments under noncancelable operating leases with initial or remaining lease terms in excess of one year as of December 31, 2012 (in millions):

Years Ending December 31,	Operating Lease Payments
2013	$	233
2014	162
2015	128
2016	101
2017	72
Thereafter	235
Total minimum operating lease payments1	$	931

¹  Income associated with sublease arrangements is not significant.

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ACQUISITIONS AND DIVESTITURES (Details) (USD $)	12 Months Ended				3 Months Ended		3 Months Ended				12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Aujan Industries Trademark owner [Member]	Dec. 31, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Oct. 02, 2010 Coca-Cola Enterprises Inc.'s ("CCE") North American business	Dec. 31, 2010 Coca Cola Enterprises Inc [Member]	Oct. 02, 2010 Coca Cola Enterprises Inc [Member]	Dec. 31, 2010 OAO Nidan Juices ("Nidan")	Oct. 01, 2010 Coca Cola Enterprises Inc [Member]	Dec. 31, 2010 Coca Cola Enterprises Inc [Member]	Dec. 31, 2010 Coca Cola Enterprises Inc [Member] Corporate
Acquisitions and Divestitures Disclosure [Abstract] [
Cash payments related to acquisition and investment activities	$ 1,535,000,000	$ 977,000,000	$ 2,511,000,000
Equity Method Investment, Ownership Percentage				50.00%
Acquisition and investment activities
Total purchase price						6,895,000,000			276,000,000
Percentage of business acquired (as a percent)						67.00%
Business Acquisition Cost of Acquired Entity Percentage of Indirect Ownership Interest Transfer										33.00%
Ownership of New CCE at closing by third parties subsequent to acquiring CCE's North American business (as a percent)							100.00%
Fair value of investment in CCE immediately prior to the close of the transaction						5,373,000,000		5,373,000,000
Gain related to remeasurement of our equity investment in CCE to fair value											4,978,000,000	4,978,000,000
Foreign currency translation gains recognized on the disposal of indirect investment in CCE's European operations included in remeasurement gain							137,000,000
Estimated amount of debt to be assumed under the merger agreement						8,900,000,000
Actual debt assumed					7,900,000,000
Cash paid at closing						1,368,000,000
Cash consideration paid to New CCE related to the debt shorfall						1,000,000,000
Proceeds from Disposals of Bottling Companies and Other Investments	$ 2,189,000,000	$ 562,000,000	$ 972,000,000

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INTANGIBLE ASSETS (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Goodwill by operating segment
Balance as of January 1	$ 12,219	$ 11,665
Effect of foreign currency translation	(13)	19
Acquisitions	257	195
Adjustments related to the finalization of purchase accounting	(38)	309
Divestitures, deconsolidations and other	(170)	31
Balance as of December 31	12,255	12,219
Eurasia and Africa
Goodwill by operating segment
Balance as of January 1	38	44
Effect of foreign currency translation	(1)	(6)
Acquisitions	0	0
Adjustments related to the finalization of purchase accounting	0	0
Divestitures, deconsolidations and other	0	0
Balance as of December 31	37	38
Europe
Goodwill by operating segment
Balance as of January 1	710	695
Effect of foreign currency translation	(19)	15
Acquisitions	0	0
Adjustments related to the finalization of purchase accounting	0	0
Divestitures, deconsolidations and other	0	0
Balance as of December 31	691	710
Latin America
Goodwill by operating segment
Balance as of January 1	163	166
Effect of foreign currency translation	5	(3)
Acquisitions	0	0
Adjustments related to the finalization of purchase accounting	0	0
Divestitures, deconsolidations and other	0	0
Balance as of December 31	168	163
North America
Goodwill by operating segment
Balance as of January 1	10,515	9,861
Effect of foreign currency translation	0	0
Acquisitions	100	195
Adjustments related to the finalization of purchase accounting	(38)	304
Divestitures, deconsolidations and other	0	155
Balance as of December 31	10,577	10,515
Pacific
Goodwill by operating segment
Balance as of January 1	114	112
Effect of foreign currency translation	6	2
Acquisitions	0	0
Adjustments related to the finalization of purchase accounting	0	0
Divestitures, deconsolidations and other	0	0
Balance as of December 31	120	114
Bottling Investments
Goodwill by operating segment
Balance as of January 1	679	787
Effect of foreign currency translation	(4)	11
Acquisitions	157	0
Adjustments related to the finalization of purchase accounting	0	5
Divestitures, deconsolidations and other	(170)	(124)
Balance as of December 31	$ 662	$ 679

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CONSOLIDATED STATEMENTS OF INCOME (USD $) In Millions, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2012		Dec. 31, 2011		Dec. 31, 2010
NET OPERATING REVENUES	$ 48,017		$ 46,542		$ 35,119
Cost of goods sold	19,053		18,215		12,693
GROSS PROFIT	28,964		28,327		22,426
Selling, general and administrative expenses	17,738		17,422		13,194
Other operating charges	447		732		819
OPERATING INCOME	10,779		10,173		8,413
Interest income	471		483		317
Interest expense	397		417		733
Equity income (loss) - net	819		690		1,025
Other income (loss) - net	137		529		5,185
INCOME BEFORE INCOME TAXES	11,809		11,458		14,207
Income taxes	2,723		2,812		2,370
CONSOLIDATED NET INCOME	9,086		8,646		11,837
Less: Net income attributable to noncontrolling interests	67		62		50
NET INCOME ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	$ 9,019		$ 8,584		$ 11,787
BASIC NET INCOME PER SHARE (in dollars per share)	$ 2.00	[1]	$ 1.88	[1]	$ 2.55	[1]
DILUTED NET INCOME PER SHARE (in dollars per share)	$ 1.97	[1]	$ 1.85	[1]	$ 2.53	[1]
AVERAGE SHARES OUTSTANDING (in shares)	4,504		4,568		4,616
Effect of dilutive securities (in shares)	80		78		51
AVERAGE SHARES OUTSTANDING ASSUMING DILUTION (in shares)	4,584		4,646		4,667

[1] Calculated based on net income attributable to shareowners of The Coca-Cola Company.

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FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2012

Fair Value Measurements Disclosure [Abstract]

Assets and liabilities measured at fair value on a recurring basis

The following tables summarize those assets and liabilities measured at fair value on a recurring basis (in millions):

	December 31, 2012
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	146	$	116	$	4		$	—		$	266
Available-for-sale securities	1,390		3,068		135		2	—			4,593
Derivatives3	47		583		—			(116		)	514
Total assets	$	1,583	$	3,767	$	139		$	(116	)	$	5,373
Liabilities:
Derivatives3	$	35	$	98	$	—		$	(121	)	$	12
Total liabilities	$	35	$	98	$	—		$	(121	)	$	12

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

	December 31, 2011
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	166	$	41	$	4		$	—		$	211
Available-for-sale securities	1,071		214		116		2	—			1,401
Derivatives3	39		467		—			(117		)	389
Total assets	$	1,276	$	722	$	120		$	(117	)	$	2,001
Liabilities:
Derivatives3	$	5	$	201	$	—		$	(121	)	$	85
Total liabilities	$	5	$	201	$	—		$	(121	)	$	85

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

Assets measured at fair value on a nonrecurring basis

Assets measured at fair value on a nonrecurring basis for the years ended December 31, 2012 and 2011, are summarized below (in millions):

	Gains (Losses)
December 31,	2012				2011
Exchange of investment in equity securities	$	185		1	$	418		5
Assets held for sale	(108		)	2	—
Valuation of shares in equity method investee	10			3	122			6
Cost method investments	(16		)	4	—
Equity method investments	—				(41		)	7
Available-for-sale securities	—				(17		)	8
Inventories	—				(11		)	9
Cold-drink equipment	—				(1		)	9
Total	$	71			$	470

¹  As a result of the merger of Andina and Polar, the Company recognized a gain of $185 million on the exchange of shares we previously owned in Polar for shares in Andina. This gain primarily represents the difference between the carrying value of the Polar shares we relinquished and the fair value of the Andina shares we received as a result of the transaction. The gain was calculated based on Level 1 inputs. Refer to Note 17.

²  The Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated Philippine bottling operations. As a result of this agreement, the Company was required to classify our Philippine bottling operations as held for sale in our consolidated balance sheet as of December 31, 2012. We also recognized a loss of $108 million during the year ended December 31, 2012, based on the agreed upon sale price and related transaction costs. The loss was calculated based on Level 3 inputs. Refer to Note 17.

³  The Company recognized a gain of $92 million as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. This gain was partially offset by a loss of $82 million the Company recognized due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. Subsequent to this transaction, the Company accounts for our investment in Mikuni under the equity method of accounting. The gain and loss described above were determined using Level 1 inputs. Refer to Note 17.

⁴  The Company recognized impairment charges of $16 million due to other-than-temporary declines in the fair values of certain cost method investments. These charges were determined using Level 3 inputs. Refer to Note 17.

⁵  As a result of the merger of Arca and Contal, the Company recognized a gain of $418 million on the exchange of the shares we previously owned in Contal for shares in the newly formed entity Arca Contal. The gain represents the difference between the carrying value of the Contal shares we relinquished and the fair value of the Arca Contal shares we received as a result of the transaction. The gain and initial carrying value of our investment were calculated based on Level 1 inputs. Refer to Note 17.

⁶  The Company recognized a net gain of $122 million, primarily as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. The gains the Company recognized as a result of the previous transactions were partially offset by charges associated with certain of the Company's equity method investments in Japan. The gains and charges were determined using Level 1 inputs. Refer to Note 17.

⁷  The Company recognized impairment charges of $41 million related to an investment in an entity accounted for under the equity method of accounting. Subsequent to the recognition of these impairment charges, the Company's remaining financial exposure related to this entity is not significant. This charge was determined using Level 3 inputs. Refer to Note 17.

⁸  The Company recognized impairment charges of $17 million due to the other-than-temporary decline in the fair values of certain available-for-sale securities. These charges were determined using Level 1 inputs. Refer to Note 17.

⁹  These assets primarily consisted of Company-owned inventory as well as cold-drink equipment that were damaged or lost as a result of the natural disasters in Japan on March 11, 2011. We recorded impairment charges of $11 million and $1 million related to Company-owned inventory and cold-drink equipment, respectively. These charges were determined using Level 3 inputs based on the carrying value of the inventory and cold-drink equipment prior to the disasters. Refer to Note 17.

Summary of the fair value of pension plan assets for U.S. and non-U.S. pension plans

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our pension plan assets for our U.S. and non-U.S. pension plans as of December 31, 2012 and 2011 (in millions):

	December 31, 2012									December 31, 2011
	Level 1		Level 2		Level 3			Total		Level 1		Level 2		Level 3			Total
Cash and cash equivalents	$	187	$	199	$	—		$	386	$	152	$	75	$	—		$	227
Equity securities:
U.S.-based companies	1,847		20		14			1,881		1,366		15		14			1,395
International-based companies	910		54		—			964		865		82		6			953
Fixed-income securities:
Government bonds	—		562		—			562		—		773		—			773
Corporate bonds and debt securities	—		982		—			982		—		718		—			718
Mutual, pooled and commingled funds	504		1,006		—			1,510		167		557		5			729
Hedge funds/limited partnerships	—		125		400			525		—		140		349			489
Real estate	—		—		257			257		—		—		270			270
Other	—		7		510		1	517		—		99		518		1	617
Total	$	3,448	$	2,955	$	1,181		$	7,584	$	2,550	$	2,459	$	1,162		$	6,171

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

Reconciliation of the beginning and ending balance of Level 3 assets for U.S. and non-U.S. pension plans

The following table provides a reconciliation of the beginning and ending balance of Level 3 assets for our U.S. and non-U.S. pension plans for the years ended December 31, 2012 and 2011 (in millions):

	Hedge Funds/Limited Partnerships			Real Estate			Equity Securities			Mutual, Pooled and Commingled Funds			Other				Total
2011
Balance at beginning of year	$	317		$	242		$	15		$	20		$	303			$	897
Actual return on plan assets:
Related to assets still held at the reporting date	9			35			4			(5		)	61				104
Related to assets sold during the year	(3		)	(5		)	—			6			—				(2		)
Purchases, sales and settlements — net	26			(2		)	(1		)	(16		)	146				153
Transfers in or out of Level 3 — net	1			—			2			—			2				5
Foreign currency translation	(1		)	—			—			—			6				5
Balance at end of year	$	349		$	270		$	20		$	5		$	518		1	$	1,162
2012
Balance at beginning of year	$	349		$	270		$	20		$	5		$	518			$	1,162
Actual return on plan assets:
Related to assets still held at the reporting date	(8		)	13			—			—			1				6
Related to assets sold during the year	24			3			—			—			—				27
Purchases, sales and settlements — net	35			(27		)	—			(5		)	(2		)		1
Transfers in or out of Level 3 — net	—			(2		)	(6		)	—			(4		)		(12		)
Foreign currency translation	—			—			—			—			(3		)		(3		)
Balance at end of year	$	400		$	257		$	14		$	—		$	510		1	$	1,181

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

Summary of the fair value of postretirement benefit plan assets

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our other postretirement benefit plan assets as of December 31, 2012 and 2011 (in millions):

	December 31, 2012								December 31, 2011
	Level 1		Level 2		Level 3 1		Total		Level 1		Level 2		Level 3 1		Total
Cash and cash equivalents	$	1	$	12	$	—	$	13	$	—	$	86	$	—	$	86
Equity securities:
U.S.-based companies	81		—		—		81		70		—		—		70
International-based companies	4		—		—		4		13		—		—		13
Fixed-income securities:
Government bonds	75		3		—		78		—		2		—		2
Corporate bonds and debt securities	—		5		—		5		—		6		—		6
Mutual, pooled and commingled funds	11		5		—		16		—		3		—		3
Hedge funds/limited partnerships	—		1		2		3		—		—		2		2
Real estate	—		—		2		2		—		—		2		2
Other	—		—		—		—		—		1		—		1
Total	$	172	$	26	$	4	$	202	$	83	$	98	$	4	$	185

¹  Level 3 assets are not a significant portion of other postretirement benefit plan assets.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
OPERATING ACTIVITIES
Consolidated net income	$ 9,086	$ 8,646	$ 11,837
Depreciation and amortization	1,982	1,954	1,443
Stock-based compensation expense	259	354	380
Deferred income taxes	632	1,035	604
Equity (income) loss - net of dividends	(426)	(269)	(671)
Foreign currency adjustments	(130)	7	151
Significant (gains) losses on sales of assets - net	(98)	(220)	(645)
Other significant (gains) losses - net	0	0	(4,713)
Other operating charges	166	214	264
Other items	254	(354)	512
Net change in operating assets and liabilities	(1,080)	(1,893)	370
Net cash provided by operating activities	10,645	9,474	9,532
INVESTING ACTIVITIES
Purchases of short-term investments	(9,590)	(4,057)	(4,579)
Proceeds from disposals of short-term investments	5,622	5,647	4,032
Acquisitions and investments	(1,535)	(977)	(2,511)
Purchases of other investments	(5,266)	(787)	(132)
Proceeds from disposals of bottling companies and other investments	2,189	562	972
Purchases of property, plant and equipment	(2,780)	(2,920)	(2,215)
Proceeds from disposals of property, plant and equipment	143	101	134
Other investing activities	(187)	(93)	(106)
Net cash provided by (used in) investing activities	(11,404)	(2,524)	(4,405)
FINANCING ACTIVITIES
Issuances of debt	42,791	27,495	15,251
Payments of debt	(38,573)	(22,530)	(13,403)
Issuances of stock	1,489	1,569	1,666
Purchases of stock for treasury	(4,559)	(4,513)	(2,961)
Dividends	(4,595)	(4,300)	(4,068)
Other financing activities	100	45	50
Net cash provided by (used in) financing activities	(3,347)	(2,234)	(3,465)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	(255)	(430)	(166)
CASH AND CASH EQUIVALENTS
Net increase (decrease) during the year	(4,361)	4,286	1,496
Balance at beginning of year	12,803	8,517	7,021
Balance at end of year	$ 8,442	$ 12,803	$ 8,517

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OPERATING SEGMENTS (Details 2) (USD $) In Millions, unless otherwise specified	0 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Nov. 30, 2010	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Apr. 02, 2010 Venezuelan subsidiary	Dec. 31, 2012 Andina and Polar merger	Dec. 31, 2012 Philippines Bottling Operations	Dec. 31, 2010 Coca Cola Enterprises Inc [Member]	Dec. 31, 2012 Eurasia and Africa	Dec. 31, 2011 Eurasia and Africa	Dec. 31, 2010 Eurasia and Africa	Dec. 31, 2012 Europe	Dec. 31, 2011 Europe	Dec. 31, 2010 Europe	Dec. 31, 2012 Latin America	Dec. 31, 2011 Latin America	Dec. 31, 2010 Latin America	Dec. 31, 2012 North America	Dec. 31, 2011 North America	Dec. 31, 2010 North America	Dec. 31, 2010 North America Coca Cola Enterprises Incs North American business [Member]	Dec. 31, 2012 Pacific	Dec. 31, 2011 Pacific	Dec. 31, 2010 Pacific	Dec. 31, 2012 Bottling Investments	Dec. 31, 2011 Bottling Investments	Dec. 31, 2010 Bottling Investments	Dec. 31, 2012 Corporate	Dec. 31, 2011 Corporate	Dec. 31, 2010 Corporate	Dec. 31, 2010 Corporate Venezuelan subsidiary	Dec. 31, 2012 Corporate Andina and Polar merger	Dec. 31, 2010 Corporate Coca Cola Enterprises Inc [Member]	Dec. 31, 2011 Corporate Merger of Embotelladoras Arca SAB de CV and Grupo Continental SAB [Member]	Dec. 31, 2011 Corporate Coca-Cola Embonor SA [Member]	Dec. 31, 2011 Corporate Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2010 Corporate Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2010 Corporate Leao Junior SA [Member]	Dec. 31, 2011 Corporate Coca Cola Enterprises Incs North American business [Member]	Dec. 31, 2012 Eliminations	Dec. 31, 2011 Eliminations	Dec. 31, 2010 Eliminations	Dec. 31, 2011 Thailand events [Member] Corporate	Dec. 31, 2012 License Agreement with Nestle [Member]	Dec. 31, 2012 License Agreement with Nestle [Member] North America	Dec. 31, 2012 BPW Nestle Joint Venture [Member]	Dec. 31, 2012 BPW Nestle Joint Venture [Member] Eurasia and Africa	Dec. 31, 2012 BPW Nestle Joint Venture [Member] Europe	Dec. 31, 2012 BPW Nestle Joint Venture [Member] Latin America	Dec. 31, 2012 BPW Nestle Joint Venture [Member] Pacific	Dec. 31, 2011 Japans events [Member]	Dec. 31, 2011 Japans events [Member] North America	Dec. 31, 2011 Japans events [Member] Pacific	Dec. 31, 2012 Available-for-Sale Securities	Dec. 31, 2011 Available-for-Sale Securities Corporate	Dec. 31, 2012 Productivity Initiatives	Dec. 31, 2012 Productivity Initiatives Europe	Dec. 31, 2012 Productivity Initiatives Pacific	Dec. 31, 2012 Productivity Initiatives Corporate	Dec. 31, 2012 Integration of CCE's North American Operations [Member]	Dec. 31, 2012 Integration of CCE's North American Operations [Member] North America	Dec. 31, 2012 Other operating charges [Member] Brazil Juice Expenses [Member]	Dec. 31, 2012 Other operating charges [Member] Brazil Juice Expenses [Member] North America	Dec. 31, 2011 Other operating charges [Member] Japans events [Member]
Net operating revenues:
Sales Revenue, Goods, Net		$ 48,017	$ 46,542	$ 35,119					$ 2,818	$ 2,689	$ 2,426	$ 4,481	$ 4,777	$ 4,424	$ 4,560	$ 4,403	$ 3,880	$ 21,665	$ 20,559	$ 11,140		$ 5,559	$ 5,454	$ 4,941	$ 8,807	$ 8,501	$ 8,216	$ 127	$ 159	$ 92										$ 0	$ 0	$ 0
Intersegment		0	0	0					152	152	130	642	697	825	271	287	241	15	12	65		476	384	330	88	90	97	0	0	0										(1,644)	(1,622)	(1,688)
Total net revenues		48,017	46,542	35,119					2,970	2,841	2,556	5,123	5,474	5,249	4,831	4,690	4,121	21,680	20,571	11,205		6,035	5,838	5,271	8,895	8,591	8,313	127	159	92										(1,644)	(1,622)	(1,688)
Operating Income (Loss)		10,779	10,173	8,413					1,169	1,091	980	2,960	3,090	2,976	2,879	2,815	2,405	2,597	2,319	1,520		2,425	2,151	2,048	140	224	227	(1,391)	(1,517)	(1,743)										0	0	0
Interest income		471	483	317					0	0	0	0	0	0	0	0	0	0	0	0		0	0	0	0	0	0	471	483	317										0	0	0
Interest expense		397	417	733					0	0	0	0	0	0	0	0	0	0	0	0		0	0	0	0	0	0	397	417	733										0	0	0
Depreciation and amortization		1,982	1,954	1,443					45	39	31	100	109	106	70	63	54	1,083	1,065	575		107	106	101	406	403	430	171	169	146										0	0	0
Equity income (loss) - net		819	690	1,025					20	(3)	18	45	33	33	4	20	24	13	6	(4)		2	1	1	732	646	971	3	(13)	(18)										0	0	0
Income (loss) before income taxes		11,809	11,458	14,207					1,192	1,089	1,000	3,015	3,134	3,020	2,882	2,832	2,426	2,624	2,327	1,523		2,432	2,154	2,049	904	897	1,205	(1,240)	(975)	2,984										0	0	0
Identifiable operating assets		75,726	71,600	65,336					1,415	1,245	1,278	2,976	3,204	2,724	2,759	2,446	2,298	34,114	33,422	32,793		2,047	2,085	1,827	9,648	8,905	8,398	22,767	20,293	16,018										0	0	0
Investments		10,448	8,374	7,585					1,155	284	291	271	243	243	539	475	379	39	26	57		127	133	123	8,253	7,140	6,426	64	73	66										0	0	0
Capital expenditures		2,780	2,920	2,215					88	86	59	30	38	33	88	105	94	1,447	1,364	711		70	92	101	867	1,039	942	190	196	275										0	0	0
Other-than-temporary impairment charges, available-for-sale securities			17	26																																																		0	17
Ratio of net property, plant and equipment in Germany to total consolidated property, plant and equipment - net (as a percent)		10.00%	10.00%	10.00%
Debt Related Commitment Fees and Debt Issuance Costs																																							9
Equity Method Investments Impairment																													41
Other operating charges		447	732	819						12	7	1	25	50		4		227	374	133		3	4	22	164	89	122	38	164	485														20	20																		21
Productivity, integration and restructuring initiatives			633	478																																																				(10)	(4)	(1)	(5)	(6)	(6)
Our proportionate share of unusual or infrequent items recorded by our equity method investees		(8)	53	66																					(8)	53	66																			11	1	4	2	4
Cost method investments, other-than-temporary decline in fair value		16	0																									16
Accelerated Share-based Compensation Expense																					74
Gain related to remeasurement of our equity investment in CCE to fair value								4,978																									4,978
Charge related to preexisting relationship																																	265
Gain (Loss) on the sale of Norwegian and Swedish bottling operations to New CCE																																				(5)	597
Gain (Loss) on Sale of Previously Unissued Stock by Equity Investee																												92
Premium paid for ownership interest																												82
Premium paid on repurchase of long-term debt	342																													342
Initial remeasurement of net assets in a hyperinflationary economy					103																										103
Percentage of sale of investment in Leao Junior																																						50.00%
Other-than-temporary impairment charges on available-for-sale securities, equity method investments and donations of preferred shares				48																							23			25
Gain on sale of investment in subsidiary																																						23
Unusual or Infrequent Event Charges		0																																									10								84	2	82									8		50
Net Gain On Exchange Of Equity Securities						185																										185		417
Loss on disposal group held for sale							108
Net Gains From Investee Transactions and Equity Investment Sales		76	641																										122
Equity Method Investment, Realized Gain (Loss) on Disposal																																			$ 102

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INVESTMENTS (Details 2) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Available-for-sale securities, by type
Available-for-sale securities, cost	$ 4,126	$ 1,166
Available-for-sale Securities, Gross Unrealized Gains	487	238
Available-for-sale Securities, Gross Unrealized Losses	(20)	(3)
Available-for-sale securities, estimated fair value, total	4,593	1,401
Equity securities
Available-for-sale securities, by type
Available-for-sale securities, cost	957	834
Available-for-sale Securities, Gross Unrealized Gains	441	237
Available-for-sale Securities, Gross Unrealized Losses	(10)	0
Available-for-sale securities, estimated fair value, total	1,388	1,071
Debt securities
Available-for-sale securities, by type
Available-for-sale securities, cost	3,169	332
Available-for-sale Securities, Gross Unrealized Gains	46	1
Available-for-sale Securities, Gross Unrealized Losses	(10)	(3)
Available-for-sale securities, estimated fair value, total	$ 3,205	$ 330

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EQUITY METHOD INVESTMENTS (Tables)

12 Months Ended

Dec. 31, 2012

EQUITY METHOD INVESTMENTS [Abstract]

Summarized financial information for CCE

The following table provides summarized financial information for CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Net operating revenues	$	16,464
Cost of goods sold	10,028
Gross profit	$	6,436
Operating income (loss)	$	1,369
Net income (loss)	$	677

Summary of significant transactions with CCE

The following table provides a summary of our significant transactions with CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Concentrate, syrup and finished product sales to CCE	$	4,737
Syrup and finished product purchases from CCE	263
CCE purchases of sweeteners through our Company	251
Marketing payments made by us directly to CCE	314
Marketing payments made to third parties on behalf of CCE	106
Local media and marketing program reimbursements from CCE	268
Payments made to CCE for dispensing equipment repair services	64
Other payments — net	19

Summarized financial information for equity method investees, excluding CCE

A summary of financial information for our equity method investees in the aggregate, other than CCE, is as follows (in millions):

Year Ended December 31,	2012		2011		2010
Net operating revenues	$	47,087	$	42,472	$	38,663
Cost of goods sold	28,821		26,271		23,053
Gross profit	$	18,266	$	16,201	$	15,610
Operating income	$	4,605	$	4,181	$	4,134
Consolidated net income	$	2,993	$	2,237	$	2,659
Less: Net income attributable to noncontrolling interests	89		99		89
Net income attributable to common shareowners	$	2,904	$	2,138	$	2,570

December 31,	2012		2011
Current assets	$	16,054	$	13,960
Noncurrent assets	32,687		27,152
Total assets	$	48,741	$	41,112
Current liabilities	$	12,004	$	10,545
Noncurrent liabilities	12,272		11,646
Total liabilities	$	24,276	$	22,191
Equity attributable to shareowners of investees	$	23,827	$	18,392
Equity attributable to noncontrolling interests	638		529
Total equity	$	24,465	$	18,921
Company equity investment	$	9,216	$	7,233

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INVENTORIES (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Inventory balances
Raw materials and packaging	$ 1,773	$ 1,680
Finished goods	1,171	1,198
Other	320	214
Total inventories	$ 3,264	$ 3,092

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INCOME TAXES

12 Months Ended

Dec. 31, 2012

Income Taxes [Abstract]

INCOME TAXES

INCOME TAXES

Income before income taxes consisted of the following (in millions):

Year Ended December 31,	2012		2011		2010
			As Adjusted
United States1	$	3,526	$	3,029	$	7,188
International	8,283		8,429		7,019
Total	$	11,809	$	11,458	$	14,207

¹  In 2010, the Company's U.S. income before income taxes included a $4,978 million gain due to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. Refer to Note 2 for additional information.

Income tax expense consisted of the following for the years ended December 31, 2012, 2011 and 2010 (in millions):

	United States		State and Local		International			Total
2012
Current	$	602	$	74	$	1,415		$	2,091
Deferred	936		33		(337		)	632
2011 — As Adjusted
Current	$	286	$	66	$	1,425		$	1,777
Deferred	898		27		110			1,035
2010 — As Adjusted
Current	$	469	$	85	$	1,212		$	1,766
Deferred	586		2		16			604

We made income tax payments of $981 million, $1,612 million and $1,766 million in 2012, 2011 and 2010, respectively.

A reconciliation of the statutory U.S. federal tax rate and our effective tax rate is as follows:

Year Ended December 31,	2012			2011			2010
				As Adjusted
Statutory U.S. federal tax rate	35.0	%		35.0	%		35.0	%
State and local income taxes — net of federal benefit	1.1			0.9			0.6
Earnings in jurisdictions taxed at rates different from the statutory U.S. federal rate	(9.5	)	1,2	(9.5	)	5,6,7	(5.6	)	15
Reversal of valuation allowances	(2.4	)	3	—			—
Equity income or loss	(2.0	)		(1.4	)	8	(1.9	)	16
CCE transaction	—			—			(12.5	)	17,18
Sale of Norwegian and Swedish bottling operations	—			—		9	0.4		19
Other operating charges	0.4		4	0.3		10	0.4		20
Other — net	0.5			(0.8	)	11,12,13,14	0.3		21,22
Effective tax rate	23.1	%		24.5	%		16.7	%

¹  Includes a tax expense of $133 million (or a 1.1 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

²  Includes a tax expense of $57 million on pretax net gains of $76 million (or a 0.3 percent impact on our effective tax rate) related to the following: a gain recognized as a result of the merger of Embotelladora Andina S.A. ("Andina") and Embotelladoras Coca-Cola Polar S.A. ("Polar"); a gain recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment; the loss recognized on the pending sale of a majority ownership interest in our consolidated Philippine bottling operations to Coca-Cola FEMSA; and the expense recorded for the premium the Company paid over the publicly traded market price to acquire an ownership interest in Mikuni. Refer to Note 17.

³  Relates to a net tax benefit of $283 million associated with the reversal of valuation allowances in certain of the Company's foreign jurisdictions.

⁴  Includes a tax benefit of $95 million on pretax charges of $416 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity and reinvestment program as well as other restructuring initiatives; the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives; and the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18.

⁵  Includes a tax benefit of $6 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in various international jurisdictions.

⁶  Includes a zero percent effective tax rate on pretax charges of $17 million due to the impairment of available-for-sale securities. Refer to Note 3 and Note 17.

⁷  Includes a tax expense of $299 million on pretax net gains of $641 million (or a 0.7 percent impact on our effective tax rate) related to the net gain recognized as a result of the merger of Embotelladoras Arca, S.A.B. de C.V. ("Arca") and Grupo Continental S.A.B. ("Contal"); the gain recognized on the sale of our investment in Embonor; and gains the Company recognized as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

⁸  Includes a tax benefit of $7 million on pretax net charges of $53 million (or a 0.1 percent impact on our effective tax rate) related to our proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

⁹  Includes a tax benefit of $2 million on pretax charges of $5 million related to the finalization of working capital adjustments on the sale of our Norwegian and Swedish bottling operations. Refer to Note 2 and Note 17.

¹⁰  Includes a tax benefit of $224 million on pretax charges of $732 million (or a 0.3 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives; transaction costs incurred in connection with the merger of Arca and Contal; costs associated with the earthquake and tsunami that devastated northern and eastern Japan; and costs associated with the flooding in Thailand. Refer to Note 17.

¹¹  Includes a tax benefit of $8 million on pretax charges of $19 million related to the amortization of favorable supply contracts acquired in connection with our acquisition of CCE's former North America business.

¹²  Includes a tax benefit of $3 million on pretax net charges of $9 million related to the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10.

¹³  Includes a tax benefit of $14 million on pretax charges of $41 million related to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 17.

¹⁴  Includes a tax benefit of $2 million related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, in certain domestic jurisdictions.

¹⁵  Includes a tax expense of $265 million (or a 1.9 percent impact on our effective tax rate) primarily related to deferred tax expense on certain current year undistributed foreign earnings that are not considered indefinitely reinvested and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.

¹⁶  Includes a tax benefit of $9 million on pretax net charges of $66 million (or a 0.1 percent impact on our effective tax rate) related to charges recorded by our equity method investees. Refer to Note 17.

¹⁷  Includes a tax benefit of $34 million on a pretax gain of $4,978 million (or a reduction of 12.5 percent on our effective tax rate) related to the remeasurement of our equity investment in CCE to fair value upon our acquisition of CCE's former North America business. The tax benefit reflects the impact of reversing deferred tax liabilities associated with our equity investment in CCE prior to the acquisition. Refer to Note 2.

¹⁸  Includes a tax benefit of $99 million on pretax charges of $265 million related to the write-off of preexisting relationships with CCE. Refer to Note 2.

¹⁹  Includes a tax expense of $261 million on a pretax gain of $597 million (or a 0.4 percent impact on our effective tax rate) related to the sale of our Norwegian and Swedish bottling operations. Refer to Note 2.

²⁰  Includes a tax benefit of $223 million on pretax charges of $819 million (or a 0.4 percent impact on our effective tax rate) primarily related to the Company's productivity, integration and restructuring initiatives, transaction costs and charitable contributions. Refer to Note 17.

²¹  Includes a tax benefit of $114 million on pretax charges of $493 million (or a 0.5 percent impact on our effective tax rate) related to the repurchase of certain long-term debt and costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer; the loss related to the remeasurement of our Venezuelan subsidiary's net assets; other-than-temporary impairment charges; and a donation of preferred shares in one of our equity method investees. Refer to Note 17.

²²  Includes a tax expense of $31 million (or a 0.2 percent impact on our effective tax rate) related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties, and other tax matters in certain domestic jurisdictions.

Our effective tax rate reflects the tax benefits of having significant operations outside the United States, which are generally taxed at rates lower than the U.S. statutory rate of 35 percent. As a result of employment actions and capital investments made by the Company, certain tax jurisdictions provide income tax incentive grants, including Brazil, Costa Rica, Singapore and Swaziland. The terms of these grants expire from 2015 to 2020. We expect each of these grants to be renewed indefinitely. Tax incentive grants favorably impacted our income tax expense by $168 million, $193 million and $145 million for the years ended December 31, 2012, 2011 and 2010, respectively. In addition, our effective tax rate reflects the benefits of having significant earnings generated in investments accounted for under the equity method of accounting, which are generally taxed at rates lower than the U.S. statutory rate.

In 2010, the Company recorded a $4,978 million pretax remeasurement gain associated with the acquisition of CCE's former North America business. This remeasurement gain was not recognized for tax purposes and therefore no tax expense was recorded on this gain. Also, as a result of this acquisition, the Company was required to reverse $34 million of deferred tax liabilities which were associated with our equity investment in CCE prior to the acquisition. In addition, the Company recognized a $265 million charge related to the settlement of preexisting relationships with CCE, and we recorded a tax benefit of 37 percent related to this charge.

The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. U.S. tax authorities have completed their federal income tax examinations for all years prior to 2005. With respect to state and local jurisdictions and countries outside the United States, with limited exceptions, the Company and its subsidiaries are no longer subject to income tax audits for years before 2002. For U.S. federal and state tax purposes, the net operating losses and tax credit carryovers acquired in connection with our acquisition of CCE's former North America business that were generated between the years of 1990 through 2010 are subject to adjustments until the year in which they are actually utilized is no longer subject to examination.

Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, including interest and penalties, have been provided for any adjustments that are expected to result from those years.

As of December 31, 2012, the gross amount of unrecognized tax benefits was $302 million. If the Company were to prevail on all uncertain tax positions, the net effect would be a benefit to the Company's effective tax rate of $187 million, exclusive of any benefits related to interest and penalties. The remaining $115 million, which was recorded as a deferred tax asset, primarily represents tax benefits that would be received in different tax jurisdictions in the event the Company did not prevail on all uncertain tax positions.

A reconciliation of the changes in the gross balance of unrecognized tax benefit amounts is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Beginning balance of unrecognized tax benefits	$	320		$	387		$	354
Increases related to prior period tax positions	69			9			26
Decreases related to prior period tax positions	(15		)	(19		)	(10		)
Increases related to current period tax positions	23			6			33
Decreases related to current period tax positions	—			(1		)	—
Decreases related to settlements with taxing authorities	(45		)	(5		)	—
Reductions as a result of a lapse of the applicable statute of limitations	(36		)	(46		)	(1		)
Increase related to acquisition of CCE's former North America business	—			—			6
Increases (decreases) from effects of foreign currency exchange rates	(14		)	(11		)	(21		)
Ending balance of unrecognized tax benefits	$	302		$	320		$	387

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company had $113 million, $110 million and $112 million in interest and penalties related to unrecognized tax benefits accrued as of December 31, 2012, 2011 and 2010, respectively. Of these amounts, $33 million of expense, $2 million of benefit and $17 million of expense were recognized through income tax expense in 2012, 2011 and 2010, respectively. If the Company were to prevail on all uncertain tax positions, the reversal of this accrual would also be a benefit to the Company's effective tax rate.

It is expected that the amount of unrecognized tax benefits will change in the next 12 months; however, we do not expect the change to have a significant impact on our consolidated statements of income or consolidated balance sheets. These changes may be the result of settlements of ongoing audits, statute of limitations expiring, or final settlements in transfer pricing matters that are the subject of litigation. At this time, an estimate of the range of the reasonably possible outcomes cannot be made.

As of December 31, 2012, undistributed earnings of the Company's foreign subsidiaries amounted to $26.9 billion. Those earnings are considered to be indefinitely reinvested and, accordingly, no U.S. federal and state income taxes have been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, the Company would be subject to both U.S. income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various foreign countries. Determination of the amount of unrecognized deferred U.S. income tax liability is not practical because of the complexities associated with its hypothetical calculation; however, unrecognized foreign tax credits would be available to reduce a portion of the U.S. tax liability.

The tax effects of temporary differences and carryforwards that give rise to deferred tax assets and liabilities consist of the following (in millions):

December 31,	2012			2011
Deferred tax assets:
Property, plant and equipment	$	89		$	224
Trademarks and other intangible assets	77			68
Equity method investments (including foreign currency translation adjustment)	209			278
Derivative financial instruments	116			43
Other liabilities	1,178			1,257
Benefit plans	1,808			2,022
Net operating/capital loss carryforwards	782			818
Other	320			418
Gross deferred tax assets	$	4,579		$	5,128
Valuation allowances	(487		)	(859		)
Total deferred tax assets1,2	$	4,092		$	4,269
Deferred tax liabilities:
Property, plant and equipment	$	(2,204	)	$	(2,039	)
Trademarks and other intangible assets	(4,133		)	(4,201		)
Equity method investments (including foreign currency translation adjustment)	(712		)	(816		)
Derivative financial instruments	(140		)	(129		)
Other liabilities	(144		)	(129		)
Benefit plans	(495		)	(445		)
Other	(929		)	(753		)
Total deferred tax liabilities3	$	(8,757	)	$	(8,512	)
Net deferred tax liabilities	$	(4,665	)	$	(4,243	)

¹  Noncurrent deferred tax assets of $403 million and $243 million were included in the line item other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

²  Current deferred tax assets of $244 million and $227 million were included in the line item prepaid expenses and other assets in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

³  Current deferred tax liabilities of $331 million and $19 million were included in the line item accounts payable and accrued expenses in our consolidated balance sheets as of December 31, 2012 and 2011, respectively.

As of December 31, 2012 and 2011, we had $70 million of net deferred tax assets and $491 million of net deferred tax liabilities located in countries outside the United States.

As of December 31, 2012, we had $6,494 million of loss carryforwards available to reduce future taxable income. Loss carryforwards of $279 million must be utilized within the next five years, and the remainder can be utilized over a period greater than five years.

An analysis of our deferred tax asset valuation allowances is as follows (in millions):

Year Ended December 31,	2012			2011			2010
Balance at beginning of year	$	859		$	950		$	681
Increase due to our acquisition of CCE's former North America business	—			—			291
Additions	126			138			115
Decrease due to transfer to assets held for sale	(146		)	—			—
Deductions	(352		)	(229		)	(137		)
Balance at end of year	$	487		$	859		$	950

The Company's deferred tax asset valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards from operations in various jurisdictions. These valuation allowances were primarily related to deferred tax assets generated from net operating losses. Current evidence does not suggest we will realize sufficient taxable income of the appropriate character within the carryforward period to allow us to realize these deferred tax benefits. If we were to identify and implement tax planning strategies to recover these deferred tax assets or generate sufficient income of the appropriate character in these jurisdictions in the future, it could lead to the reversal of these valuation allowances and a reduction of income tax expense. The Company believes that it will generate sufficient future taxable income to realize the tax benefits related to the remaining net deferred tax assets in our consolidated balance sheets.

In 2012, the Company recognized a net decrease of $372 million in its valuation allowances. This decrease was primarily related to the reversal of valuation allowances in several foreign jurisdictions. As a result of considering recent significant positive evidence, including, among other items, a consistent pattern of earnings in the past three years, as well as business plans showing continued profitability, it was determined that a valuation allowance was no longer required for certain deferred tax assets primarily recorded on net operating losses in foreign jurisdictions. This decrease was also partially due to a transfer of a valuation allowance into assets held for sale as required by accounting principles generally accepted in the United States upon execution of the share purchase agreement for the sale of a majority interest in our consolidated Philippine bottling operations. Refer to Note 1 for additional information on the Company's accounting policy related to assets and liabilities held for sale. Refer to Note 2 for additional information on the Company's Philippine bottling operations. In addition, the Company recognized an increase in its valuation allowances primarily due to the addition of a deferred tax asset and related valuation allowance on certain investments accounted for under the equity method of accounting and increases in net operating losses during the normal course of business operations.

In 2011, the Company recognized a net decrease of $91 million in its valuation allowances. This decrease was primarily related to the utilization of net operating losses during the normal course of business operations; the reversal of a deferred tax asset and related valuation allowance on certain expiring attributes; and the reversal of a deferred tax asset and related valuation allowance on certain equity investments. In addition, the Company recognized an increase in the valuation allowances primarily due to the carryforward of expenses disallowed in the current year and increases in net operating losses during the normal course of business operations.

In 2010, the Company recognized a net increase of $269 million in its valuation allowances. This increase was primarily related to valuation allowances on various tax loss carryforwards acquired in conjunction with our acquisition of CCE's former North America business. The Company also recognized an increase in the valuation allowances due to the carryforward of expenses disallowed in the current year and changes to deferred tax assets and a related valuation allowance on certain equity method investments. In addition, the Company recognized a reduction in the valuation allowances primarily due to the reversal of a deferred tax asset and related valuation allowance on certain expiring attributes; the reversal of a deferred tax asset and related valuation allowance related to the deconsolidation of certain entities; and the impact of foreign currency fluctuations.

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PROPERTY, PLANT AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2012

Property Plant and Equipament [Abstract]

Property, Plant and Equipment [Table Text Block]

The following table summarizes our property, plant and equipment (in millions):

December 31,	2012		2011
Land	$	997	$	1,141
Buildings and improvements	5,307		5,240
Machinery, equipment and vehicle fleet	16,203		15,504
Construction in progress	979		1,266
	23,486		23,151
Less accumulated depreciation	9,010		8,212
Property, plant and equipment — net	$	14,476	$	14,939

XML

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2012

Fair Value Measurements Disclosure [Abstract]

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

Accounting principles generally accepted in the United States define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:

• Level 1 — Quoted prices in active markets for identical assets or liabilities.

• Level 2 — Observable inputs other than quoted prices included in Level 1. We value assets and liabilities included in this level using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.

• Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

Recurring Fair Value Measurements

In accordance with accounting principles generally accepted in the United States, certain assets and liabilities are required to be recorded at fair value on a recurring basis. For our Company, the only assets and liabilities that are adjusted to fair value on a recurring basis are investments in equity and debt securities classified as trading or available-for-sale and derivative financial instruments. Additionally, the Company adjusts the carrying value of long-term debt as a result of the Company's fair value hedging strategy.

Investments in Trading and Available-for-Sale Securities

The fair values of our investments in trading and available-for-sale securities using quoted market prices from daily exchange traded markets are based on the closing price as of the balance sheet date and are classified as Level 1. The fair values of our investments in trading and available-for-sale securities classified as Level 2 are priced using quoted market prices for similar instruments or nonbinding market prices that are corroborated by observable market data. Inputs into these valuation techniques include actual trade data, benchmark yields, broker/dealer quotes and other similar data. These inputs are obtained from quoted market prices, independent pricing vendors or other sources.

Derivative Financial Instruments

The fair values of our futures contracts are primarily determined using quoted contract prices on futures exchange markets. The fair values of these instruments are based on the closing contract price as of the balance sheet date and are classified as Level 1.

The fair values of our derivative instruments other than futures are determined using standard valuation models. The significant inputs used in these models are readily available in public markets, or can be derived from observable market transactions, and therefore have been classified as Level 2. Inputs used in these standard valuation models for derivative instruments other than futures include the applicable exchange rates, forward rates, interest rates and discount rates. The standard valuation model for options also uses implied volatility as an additional input. The discount rates are based on the historical U.S. Deposit or U.S. Treasury rates, and the implied volatility specific to options is based on quoted rates from financial institutions.

Included in the fair value of derivative instruments is an adjustment for nonperformance risk. The adjustment is based on current credit default swap ("CDS") rates applied to each contract, by counterparty. We use our counterparty's CDS rate when we are in an asset position and our own CDS rate when we are in a liability position. The adjustment for nonperformance risk did not have a significant impact on the estimated fair value of our derivative instruments.

The following tables summarize those assets and liabilities measured at fair value on a recurring basis (in millions):

	December 31, 2012
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	146	$	116	$	4		$	—		$	266
Available-for-sale securities	1,390		3,068		135		2	—			4,593
Derivatives3	47		583		—			(116		)	514
Total assets	$	1,583	$	3,767	$	139		$	(116	)	$	5,373
Liabilities:
Derivatives3	$	35	$	98	$	—		$	(121	)	$	12
Total liabilities	$	35	$	98	$	—		$	(121	)	$	12

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

	December 31, 2011
	Level 1		Level 2		Level 3			Netting Adjustment1			Fair Value Measurements
Assets:
Trading securities	$	166	$	41	$	4		$	—		$	211
Available-for-sale securities	1,071		214		116		2	—			1,401
Derivatives3	39		467		—			(117		)	389
Total assets	$	1,276	$	722	$	120		$	(117	)	$	2,001
Liabilities:
Derivatives3	$	5	$	201	$	—		$	(121	)	$	85
Total liabilities	$	5	$	201	$	—		$	(121	)	$	85

¹  Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and also cash collateral held or placed with the same counterparties. Refer to Note 5.

²  Primarily related to long-term debt securities that mature in 2018.

³  Refer to Note 5 for additional information related to the composition of our derivative portfolio.

Gross realized and unrealized gains and losses on Level 3 assets and liabilities were not significant for the years ended December 31, 2012 and 2011.

The Company recognizes transfers between levels within the hierarchy as of the beginning of the reporting period. Gross transfers between levels within the hierarchy were not significant for the years ended December 31, 2012 and 2011.

Nonrecurring Fair Value Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required by accounting principles generally accepted in the United States. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. Assets measured at fair value on a nonrecurring basis for the years ended December 31, 2012 and 2011, are summarized below (in millions):

	Gains (Losses)
December 31,	2012				2011
Exchange of investment in equity securities	$	185		1	$	418		5
Assets held for sale	(108		)	2	—
Valuation of shares in equity method investee	10			3	122			6
Cost method investments	(16		)	4	—
Equity method investments	—				(41		)	7
Available-for-sale securities	—				(17		)	8
Inventories	—				(11		)	9
Cold-drink equipment	—				(1		)	9
Total	$	71			$	470

¹  As a result of the merger of Andina and Polar, the Company recognized a gain of $185 million on the exchange of shares we previously owned in Polar for shares in Andina. This gain primarily represents the difference between the carrying value of the Polar shares we relinquished and the fair value of the Andina shares we received as a result of the transaction. The gain was calculated based on Level 1 inputs. Refer to Note 17.

²  The Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated Philippine bottling operations. As a result of this agreement, the Company was required to classify our Philippine bottling operations as held for sale in our consolidated balance sheet as of December 31, 2012. We also recognized a loss of $108 million during the year ended December 31, 2012, based on the agreed upon sale price and related transaction costs. The loss was calculated based on Level 3 inputs. Refer to Note 17.

³  The Company recognized a gain of $92 million as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at a per share amount greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. This gain was partially offset by a loss of $82 million the Company recognized due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. Subsequent to this transaction, the Company accounts for our investment in Mikuni under the equity method of accounting. The gain and loss described above were determined using Level 1 inputs. Refer to Note 17.

⁴  The Company recognized impairment charges of $16 million due to other-than-temporary declines in the fair values of certain cost method investments. These charges were determined using Level 3 inputs. Refer to Note 17.

⁵  As a result of the merger of Arca and Contal, the Company recognized a gain of $418 million on the exchange of the shares we previously owned in Contal for shares in the newly formed entity Arca Contal. The gain represents the difference between the carrying value of the Contal shares we relinquished and the fair value of the Arca Contal shares we received as a result of the transaction. The gain and initial carrying value of our investment were calculated based on Level 1 inputs. Refer to Note 17.

⁶  The Company recognized a net gain of $122 million, primarily as a result of Coca-Cola FEMSA, an equity method investee, issuing additional shares of its own stock at per share amounts greater than the carrying value of the Company's per share investment. Accordingly, the Company is required to treat this type of transaction as if we sold a proportionate share of our investment in Coca-Cola FEMSA. The gains the Company recognized as a result of the previous transactions were partially offset by charges associated with certain of the Company's equity method investments in Japan. The gains and charges were determined using Level 1 inputs. Refer to Note 17.

⁷  The Company recognized impairment charges of $41 million related to an investment in an entity accounted for under the equity method of accounting. Subsequent to the recognition of these impairment charges, the Company's remaining financial exposure related to this entity is not significant. This charge was determined using Level 3 inputs. Refer to Note 17.

⁸  The Company recognized impairment charges of $17 million due to the other-than-temporary decline in the fair values of certain available-for-sale securities. These charges were determined using Level 1 inputs. Refer to Note 17.

⁹  These assets primarily consisted of Company-owned inventory as well as cold-drink equipment that were damaged or lost as a result of the natural disasters in Japan on March 11, 2011. We recorded impairment charges of $11 million and $1 million related to Company-owned inventory and cold-drink equipment, respectively. These charges were determined using Level 3 inputs based on the carrying value of the inventory and cold-drink equipment prior to the disasters. Refer to Note 17.

Fair Value Measurements for Pension and Other Postretirement Benefit Plans

The fair value hierarchy discussed above is not only applicable to assets and liabilities that are included in our consolidated balance sheets, but is also applied to certain other assets that indirectly impact our consolidated financial statements. For example, our Company sponsors and/or contributes to a number of pension and other postretirement benefit plans. Assets contributed by the Company become the property of the individual plans. Even though the Company no longer has control over these assets, we are indirectly impacted by subsequent fair value adjustments to these assets. The actual return on these assets impacts the Company's future net periodic benefit cost, as well as amounts recognized in our consolidated balance sheets. Refer to Note 13. The Company uses the fair value hierarchy to measure the fair value of assets held by our various pension and other postretirement benefit plans.

Pension Plan Assets

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our pension plan assets for our U.S. and non-U.S. pension plans as of December 31, 2012 and 2011 (in millions):

	December 31, 2012									December 31, 2011
	Level 1		Level 2		Level 3			Total		Level 1		Level 2		Level 3			Total
Cash and cash equivalents	$	187	$	199	$	—		$	386	$	152	$	75	$	—		$	227
Equity securities:
U.S.-based companies	1,847		20		14			1,881		1,366		15		14			1,395
International-based companies	910		54		—			964		865		82		6			953
Fixed-income securities:
Government bonds	—		562		—			562		—		773		—			773
Corporate bonds and debt securities	—		982		—			982		—		718		—			718
Mutual, pooled and commingled funds	504		1,006		—			1,510		167		557		5			729
Hedge funds/limited partnerships	—		125		400			525		—		140		349			489
Real estate	—		—		257			257		—		—		270			270
Other	—		7		510		1	517		—		99		518		1	617
Total	$	3,448	$	2,955	$	1,181		$	7,584	$	2,550	$	2,459	$	1,162		$	6,171

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

The following table provides a reconciliation of the beginning and ending balance of Level 3 assets for our U.S. and non-U.S. pension plans for the years ended December 31, 2012 and 2011 (in millions):

	Hedge Funds/Limited Partnerships			Real Estate			Equity Securities			Mutual, Pooled and Commingled Funds			Other				Total
2011
Balance at beginning of year	$	317		$	242		$	15		$	20		$	303			$	897
Actual return on plan assets:
Related to assets still held at the reporting date	9			35			4			(5		)	61				104
Related to assets sold during the year	(3		)	(5		)	—			6			—				(2		)
Purchases, sales and settlements — net	26			(2		)	(1		)	(16		)	146				153
Transfers in or out of Level 3 — net	1			—			2			—			2				5
Foreign currency translation	(1		)	—			—			—			6				5
Balance at end of year	$	349		$	270		$	20		$	5		$	518		1	$	1,162
2012
Balance at beginning of year	$	349		$	270		$	20		$	5		$	518			$	1,162
Actual return on plan assets:
Related to assets still held at the reporting date	(8		)	13			—			—			1				6
Related to assets sold during the year	24			3			—			—			—				27
Purchases, sales and settlements — net	35			(27		)	—			(5		)	(2		)		1
Transfers in or out of Level 3 — net	—			(2		)	(6		)	—			(4		)		(12		)
Foreign currency translation	—			—			—			—			(3		)		(3		)
Balance at end of year	$	400		$	257		$	14		$	—		$	510		1	$	1,181

¹  Includes $510 million and $514 million of purchased annuity contracts as of December 31, 2012 and 2011, respectively.

Other Postretirement Benefit Plan Assets

The following table summarizes the levels within the fair value hierarchy used to determine the fair value of our other postretirement benefit plan assets as of December 31, 2012 and 2011 (in millions):

	December 31, 2012								December 31, 2011
	Level 1		Level 2		Level 3 1		Total		Level 1		Level 2		Level 3 1		Total
Cash and cash equivalents	$	1	$	12	$	—	$	13	$	—	$	86	$	—	$	86
Equity securities:
U.S.-based companies	81		—		—		81		70		—		—		70
International-based companies	4		—		—		4		13		—		—		13
Fixed-income securities:
Government bonds	75		3		—		78		—		2		—		2
Corporate bonds and debt securities	—		5		—		5		—		6		—		6
Mutual, pooled and commingled funds	11		5		—		16		—		3		—		3
Hedge funds/limited partnerships	—		1		2		3		—		—		2		2
Real estate	—		—		2		2		—		—		2		2
Other	—		—		—		—		—		1		—		1
Total	$	172	$	26	$	4	$	202	$	83	$	98	$	4	$	185

¹  Level 3 assets are not a significant portion of other postretirement benefit plan assets.

Other Fair Value Disclosures

The carrying amounts of cash and cash equivalents; short-term investments; receivables; accounts payable and accrued expenses; and loans and notes payable approximate their fair values because of the relatively short-term maturities of these financial instruments.

The fair value of our long-term debt is estimated using Level 2 inputs based on quoted prices for those instruments. Where quoted prices are not available, fair value is estimated using discounted cash flows and market-based expectations for interest rates, credit risk and the contractual terms of the debt instruments. As of December 31, 2012, the carrying amount and fair value of our long-term debt, including the current portion, were $16,313 million and $17,157 million, respectively. As of December 31, 2011, the carrying amount and fair value of our long-term debt, including the current portion, were $15,697 million and $16,360 million, respectively.

XML

EQUITY METHOD INVESTMENTS (Details) (USD $) In Millions, unless otherwise specified			12 Months Ended			9 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012 Other Equity Method Investees [Member]	Dec. 31, 2011 Other Equity Method Investees [Member]	Dec. 31, 2010 Other Equity Method Investees [Member]	Oct. 01, 2010 Coca-Cola Enterprises Inc.	Dec. 31, 2012 Other Equity Method Investments	Dec. 31, 2011 Other Equity Method Investments	Dec. 31, 2010 Other Equity Method Investments	Dec. 31, 2012 Coca-Cola Hellenic	Dec. 31, 2012 Coca-Cola FEMSA	Dec. 31, 2012 Coca-Cola Amatil	Dec. 31, 2011 Acquisition of Coca Cola Enterprises North American Business [Member]	Dec. 31, 2010 Acquisition of Coca Cola Enterprises North American Business [Member]
Equity method investments, disclosures
Business Acquisition Cost of Acquired Entity Percentage of Indirect Ownership Interest Transfer						33.00%
Ownership interest in Equity investee (as a percent)										23.00%	29.00%	29.00%
Summarized financial information - Income statement
Net operating revenues			$ 47,087	$ 42,472	$ 38,663	$ 16,464
Cost of goods sold			28,821	26,271	23,053	10,028
Gross profit			18,266	16,201	15,610	6,436
Operating income			4,605	4,181	4,134	1,369
Consolidated net income			2,993	2,237	2,659
Less: Net income attributable to noncontrolling interests			89	99	89
Net income attributable to common shareowners			2,904	2,138	2,570	677
Summary of significant transactions with CCE
Concentrate, syrup and finished product sales						4,737	7,100	6,900	6,200
Syrup and finished product purchases						263	392	430	205
CCE purchases of sweeteners through our Company						251
Marketing payments made by us						314	1,587	1,147	1,034
Marketing payments made to third parties on behalf of CCE						106
Local media and marketing program reimbursements from CCE						268
Payments made to CCE for dispensing equipment repair services						64
Other payments - net						19
Charge related to preexisting relationships													1	265
Investment in equity method investees in excess of the proportionate share of net assets	2,241
Current Assets			16,054	13,960
Noncurrent assets			32,687	27,152
Total assets			48,741	41,112
Current liabilities			12,004	10,545
Noncurrent liabilities			12,272	11,646
Total liabilities			24,276	22,191
Equity attributable to shareowners of investees			23,827	18,392
Equity attributable to noncontrolling interests			638	529
Total Equity			24,465	18,921
EQUITY METHOD INVESTMENTS	$ 9,216	$ 7,233	$ 9,216	$ 7,233

XML

CONSOLIDATED STATEMENTS OF SHAREOWNERS' EQUITY (USD $) In Millions, unless otherwise specified	Total	TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	COMMON STOCK	CAPITAL SURPLUS	REINVESTED EARNINGS	ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)	TREASURY STOCK	EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Balance at beginning of year at Dec. 31, 2009				$ 7,657	$ 41,618	$ (838)	$ (25,398)	$ 547
Balance at beginning of year (in shares) at Dec. 31, 2009			4,605
Common Stock			1,760
Increase (Decrease) in Stockholders' Equity
Purchases of treasury stock (in shares)			(98)
Treasury stock issued to employees related to stock compensation plans (in shares)			76
Stock issued to employees related to stock compensation plans				855			824
Replacement share-based awards issued in connection with an acquisition				237
Tax benefit (charge) from employees stock option and restricted stock plans				48
Stock-based compensation				380
Other activities				0
Net income attributable to shareowners of The Coca-Cola Company	11,787				11,787
Dividends (per share — $1.02, $0.94 and $0.88 in 2012, 2011 and 2010, respectively)					(4,068)
Net other comprehensive income (loss)		(671)				(671)
Purchases of treasury stock							(3,188)
TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	31,003
Net income attributable to noncontrolling interests	50							50
Net foreign currency translation adjustment								(12)
Dividends paid to noncontrolling interests								(32)
Acquisition of interests held by noncontrolling owners								0
Contributions by noncontrolling interests								1
Increase due to business combinations								13
Deconsolidation of certain variable interest entities								(253)
Balance at end of year at Dec. 31, 2010				9,177	49,337	(1,509)	(27,762)	314
Balance at end of year (in shares) at Dec. 31, 2010			4,583
Common Stock	1,760		1,760
Increase (Decrease) in Stockholders' Equity
Purchases of treasury stock (in shares)			(127)
Treasury stock issued to employees related to stock compensation plans (in shares)			70
Stock issued to employees related to stock compensation plans				724			830
Replacement share-based awards issued in connection with an acquisition				0
Tax benefit (charge) from employees stock option and restricted stock plans				79
Stock-based compensation				354
Other activities				(2)
Net income attributable to shareowners of The Coca-Cola Company	8,584				8,584
Dividends (per share — $1.02, $0.94 and $0.88 in 2012, 2011 and 2010, respectively)					(4,300)
Net other comprehensive income (loss)		(1,265)				(1,265)
Purchases of treasury stock							(4,372)
TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	31,635
Net income attributable to noncontrolling interests	62							62
Net foreign currency translation adjustment								(52)
Dividends paid to noncontrolling interests								(38)
Acquisition of interests held by noncontrolling owners								0
Contributions by noncontrolling interests								0
Increase due to business combinations								0
Deconsolidation of certain variable interest entities								0
Balance at end of year at Dec. 31, 2011	31,921			10,332	53,621	(2,774)	(31,304)	286
Balance at end of year (in shares) at Dec. 31, 2011			4,526
Common Stock	1,760		1,760
Increase (Decrease) in Stockholders' Equity
Purchases of treasury stock (in shares)			(121)
Treasury stock issued to employees related to stock compensation plans (in shares)			64
Stock issued to employees related to stock compensation plans				640			786
Replacement share-based awards issued in connection with an acquisition				0
Tax benefit (charge) from employees stock option and restricted stock plans				144
Stock-based compensation				259
Other activities				4
Net income attributable to shareowners of The Coca-Cola Company	9,019				9,019
Dividends (per share — $1.02, $0.94 and $0.88 in 2012, 2011 and 2010, respectively)					(4,595)
Net other comprehensive income (loss)		(611)				(611)
Purchases of treasury stock							(4,491)
TOTAL EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	32,790
Net income attributable to noncontrolling interests	67							67
Net foreign currency translation adjustment								38
Dividends paid to noncontrolling interests								(48)
Acquisition of interests held by noncontrolling owners								(15)
Contributions by noncontrolling interests								0
Increase due to business combinations								50
Deconsolidation of certain variable interest entities								0
Balance at end of year at Dec. 31, 2012	$ 33,168			$ 11,379	$ 58,045	$ (3,385)	$ (35,009)	$ 378
Balance at end of year (in shares) at Dec. 31, 2012			4,469

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
CONSOLIDATED NET INCOME	$ 9,086	$ 8,646	$ 11,837
Other comprehensive income
Net foreign currency translation adjustment	(182)	(692)	(947)
Net gain (loss) on derivatives	99	145	(120)
Net urealized gain (loss) on available-for-sale securities	178	(7)	102
Net change in pension and other benefit liabilities	(668)	(763)	282
TOTAL COMPREHENSIVE INCOME	8,513	7,329	11,154
Less: Comprehensive income (loss) attributable to noncontrolling interests	105	10	38
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	$ 8,408	$ 7,319	$ 11,116

XML

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

12 Months Ended

Dec. 31, 2012

ACCOUNTS PAYABLE AND ACCRUED EXPENSES [Abstract]

Accounts Payable and Accrued Expenses Disclosure [Text Block]

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following (in millions):

December 31,	2012		2011
Accrued marketing	$	2,231	$	2,286
Other accrued expenses	2,711		2,749
Trade accounts payable	1,969		2,172
Accrued compensation	1,045		1,048
Sales, payroll and other taxes	389		405
Container deposits	335		349
Accounts payable and accrued expenses	$	8,680	$	9,009

XML

OPERATING SEGMENTS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Operations, Reportable Information, by Operating Segment
Property, Plant and Equipment, Net	$ 14,476	$ 14,939	$ 14,727
Sales Revenue, Goods, Net	48,017	46,542	35,119
Sales Revenue Concentrate Operations Net Percentage	38.00%	39.00%	51.00%
Sales Revenue Finished Products Operations Net Percentage	62.00%	61.00%	49.00%
Sales Revenue Net Percentage	100.00%	100.00%	100.00%
United States
Operations, Reportable Information, by Operating Segment
Property, Plant and Equipment, Net	8,509	8,043	8,251
Sales Revenue, Goods, Net	19,732	18,699	10,629
International
Operations, Reportable Information, by Operating Segment
Property, Plant and Equipment, Net	5,967	6,896	6,476
Sales Revenue, Goods, Net	$ 28,285	$ 27,843	$ 24,490

XML

SIGNIFICANT OPERATING AND NONOPERATING ITEMS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended						3 Months Ended	12 Months Ended																							12 Months Ended	3 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Available-for-Sale Securities	Dec. 31, 2011 Merger of Embotelladoras Arca SAB de CV and Grupo Continental SAB [Member]	Dec. 31, 2012 Andina and Polar merger	Dec. 31, 2012 Philippines Bottling Operations	Dec. 31, 2010 Coca-Cola Enterprises Inc.	Dec. 31, 2011 Japans events [Member]	Dec. 31, 2012 License Agreement with Nestle [Member]	Dec. 31, 2012 BPW Nestle Joint Venture [Member]	Dec. 31, 2011 Deductions from Revenue Japans events [Member]	Dec. 31, 2011 Cost of Sales [Member] Japans events [Member]	Dec. 31, 2012 Cost of Sales [Member] Brazil Juice Expenses [Member]	Dec. 31, 2011 Other operating charges [Member] Japans events [Member]	Dec. 31, 2012 Other operating charges [Member] Brazil Juice Expenses [Member]	Dec. 31, 2012 Corporate	Dec. 31, 2011 Corporate	Dec. 31, 2010 Corporate	Dec. 31, 2011 Corporate Available-for-Sale Securities	Dec. 31, 2011 Corporate Merger of Embotelladoras Arca SAB de CV and Grupo Continental SAB [Member]	Dec. 31, 2012 Corporate Andina and Polar merger	Dec. 31, 2010 Corporate Coca-Cola Enterprises Inc.	Dec. 31, 2011 Corporate Coca-Cola Embonor SA [Member]	Dec. 31, 2010 Corporate Leao Junior SA [Member]	Dec. 31, 2011 Corporate Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2010 Corporate Disposal of Norwegian and Swedish Bottling Operations [Member]	Dec. 31, 2011 Corporate Thailand events [Member]	Dec. 31, 2010 Acquisition of Coca Cola Enterprises North American Business [Member]	Dec. 31, 2011 Acquisition of Coca Cola Enterprises North American Business [Member]	Dec. 31, 2012 Acquisition of Coca Cola Enterprises North American Business [Member] Disposal of Norwegian and Swedish Bottling Operations [Member]	Apr. 02, 2010 Venezuelan subsidiary	Dec. 31, 2010 Venezuelan subsidiary Corporate	Dec. 31, 2012 Productivity and Reinvestment [Member]	Dec. 31, 2012 Restructuring charges other than productivity and productivity and reinvestments initiatives [Member]	Dec. 31, 2012 Productivity Initiatives	Dec. 31, 2012 Productivity Initiatives Corporate	Dec. 31, 2012 Integration of CCE's North American Operations [Member]	Dec. 31, 2011 Level 1 Available-for-Sale Securities	Dec. 31, 2012 Level 1 Coca-Cola FEMSA	Dec. 31, 2011 Level 1 Coca-Cola FEMSA	Dec. 31, 2012 Level 1 Mikuni [Member]
Other Operating Items [Abstract]
Unusual or Infrequent Event Charges	$ 0								$ 84			$ 23	$ 11	$ 13	$ 50	$ 8												$ 10
Other Operating Charges
Other operating charges	447	732	819							20							38	164	485
Productivity, integration and restructuring initiatives		633	478																															270	163	(10)	(5)	(6)
Charitable contributions			250
Transaction cost related to acquisition and divestiture																													81		84
Charges related to bottling activities in Eurasia			10
Asset Impairment Charges Operating	0								1
Costs related to exchange of equity securities of an investee					35
Equity Income (Loss) - Net
Our proportionate share of unusual or infrequent items recorded by our equity method investees	(8)	53	66								11
Other Income (Loss) - Net
Net Gain On Exchange Of Equity Securities						185															417	185
Loss on disposal group held for sale							108
Gain (Loss) on Sale of Previously Unissued Stock by Equity Investee																	92																							92
Premium paid for ownership interest																	82																									82
Cost method investments, other-than-temporary decline in fair value	16	0															16
Net Gains From Investee Transactions and Equity Investment Sales	76	641																122																							122
Equity Method Investment, Realized Gain (Loss) on Disposal																								102
Equity Method Investments Impairment																		41
Other-than-temporary impairment charges, available-for-sale securities		17	26	0																17																			17
Gain (Loss) on the sale of Norwegian and Swedish bottling operations to New CCE																										(5)	597
Gain related to remeasurement of our equity investment in CCE to fair value								4,978															4,978
Gain on sale of investment in subsidiary																									23
Percentage of Sale of Investments in Subsidiary																									50.00%
Percentage of the carrying value of investment (as a percent)																									50.00%
Remaining ownership percent (as a percent)																									50.00%
Charge related to preexisting relationships																							265						265	1
Initial remeasurement of net assets in a hyperinflationary economy																																103	103
Other-than-temporary impairment charges on available-for-sale securities, equity method investments and donations of preferred shares			$ 48																$ 25

XML

Document and Entity Information Document (USD $)	12 Months Ended
	Dec. 31, 2012	Feb. 25, 2013	Jun. 29, 2012
Entity Information [Line Items]
Entity Registrant Name	COCA COLA CO
Entity Central Index Key	0000021344
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding		4,456,717,996
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 167,103,981,811

XML

DEBT AND BORROWING ARRANGEMENTS

12 Months Ended

Dec. 31, 2012

Debt and Borrowing Arrangements Disclosure [Abstract]

DEBT AND BORROWING ARRANGEMENTS

DEBT AND BORROWING ARRANGEMENTS

Short-Term Borrowings

Loans and notes payable consist primarily of commercial paper issued in the United States. As of December 31, 2012 and 2011, we had $16,204 million and $12,135 million, respectively, in outstanding commercial paper borrowings. Our weighted-average interest rates for commercial paper outstanding were approximately 0.3 percent and 0.2 percent per year as of December 31, 2012 and 2011, respectively.

In addition, we had $7,768 million in lines of credit and other short-term credit facilities as of December 31, 2012, of which $854 million was related to the Company's consolidated Philippine bottling operations that were classified as held for sale. The Company's total lines of credit included $93 million that was outstanding and primarily related to our international operations.

Included in the credit facilities discussed above, the Company had $6,314 million in lines of credit for general corporate purposes. These backup lines of credit expire at various times from 2013 through 2017. There were no borrowings under these backup lines of credit during 2012. These credit facilities are subject to normal banking terms and conditions. Some of the financial arrangements require compensating balances, none of which is presently significant to our Company.

Long-Term Debt

During 2012, the Company retired $1,250 million of long-term notes upon maturity and issued $2,750 million of long-term debt. The general terms of the notes issued are as follows:

• $1,000 million total principal amount of notes due March 14, 2014, at a variable interest rate equal to the three-month London Interbank Offered Rate ("LIBOR") minus 0.05 percent;

• $1,000 million total principal amount of notes due March 13, 2015, at a fixed interest rate of 0.75 percent; and

• $750 million total principal amount of notes due March 14, 2018, at a fixed interest rate of 1.65 percent.

During 2011, the Company issued $2,979 million of long-term debt. We used $979 million of this newly issued debt and paid a premium of $208 million to exchange $1,022 million of existing long-term debt that was assumed in connection with our acquisition of CCE's former North America business. The remaining cash from the issuance was used to reduce the Company's outstanding commercial paper balance and exchange a certain amount of short-term debt.

The general terms of the notes issued during 2011 are as follows:

• $1,655 million total principal amount of notes due September 1, 2016, at a fixed interest rate of 1.8 percent; and

• $1,324 million total principal amount of notes due September 1, 2021, at a fixed interest rate of 3.3 percent.

During the fourth quarter of 2011, the Company extinguished long-term debt that had a carrying value of $20 million and was not scheduled to mature until 2012. This debt was outstanding prior to the Company's acquisition of CCE's former North America business. In addition, the Company repurchased long-term debt during 2011 that was assumed in connection with our acquisition of CCE's former North America business. The repurchased debt included $99 million in unamortized fair value adjustments recorded as part of our purchase accounting for the CCE transaction and was settled throughout the year as follows:

• During the first quarter of 2011, the Company repurchased all of our outstanding U.K. pound sterling notes that had a carrying value of $674 million;

• During the second quarter of 2011, the Company repurchased long-term debt that had a carrying value of $42 million; and

• During the third quarter of 2011, the Company repurchased long-term debt that had a carrying value of $19 million.

The Company recorded a net charge of $9 million in the line item interest expense in our consolidated statement of income during the year ended December 31, 2011. This net charge was due to the exchange, repurchase and/or extinguishment of long-term debt described above.

During 2010, in connection with the Company's acquisition of CCE's former North America business, we assumed $7,602 million of long-term debt, which had an estimated fair value of approximately $9,345 million as of the acquisition date. We recorded the assumed debt at its fair value as of the acquisition date. Refer to Note 2.

On November 15, 2010, the Company issued $4,500 million of long-term notes and used some of the proceeds to repurchase $2,910 million of long-term debt. The remaining cash from the issuance was used to reduce our outstanding commercial paper balance. The repurchased debt consisted of $1,827 million of debt assumed in our acquisition of CCE's former North America business and $1,083 million of the Company's debt that was outstanding prior to the acquisition. The Company recorded a charge of $342 million in interest expense related to the premiums paid to repurchase the long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer. The general terms of the notes issued on November 15, 2010, were as follows:

• $1,250 million total principal amount of notes due May 15, 2012, at a variable interest rate of three-month LIBOR plus 0.05 percent;

• $1,250 million total principal amount of notes due November 15, 2013, at a fixed interest rate of 0.75 percent;

• $1,000 million total principal amount of notes due November 15, 2015, at a fixed interest rate of 1.5 percent; and

• $1,000 million total principal amount of notes due November 15, 2020, at a fixed interest rate of 3.15 percent.

Subsequent to the repurchase of a portion of the long-term debt assumed from CCE, the general terms of the debt assumed and remaining outstanding as of December 31, 2010, were as follows:

• $2,594 million total principal amount of U.S. dollar notes due 2011 to 2037 at an average interest rate of 5.7 percent;

• $2,288 million total principal amount of U.S. dollar debentures due 2012 to 2098 at an average interest rate of 7.4 percent;

• $275 million total principal amount of U.S. dollar notes due 2011 at a variable interest rate of 1.0 percent;

• $544 million total principal amount of U.K. pound sterling notes due 2016 and 2021 at an average interest rate of 6.5 percent;

• $303 million principal amount of U.S. dollar zero coupon notes due 2020; and

• $26 million of other long-term debt.

The Company's long-term debt consisted of the following (in millions, except average rate data):

	December 31, 2012				December 31, 2011
	Amount		Average Rate 1		Amount		Average Rate1
U.S. dollar notes due 2013–2093	$	13,407	1.7	%	$	12,270	1.9	%
U.S. dollar debentures due 2017–2098	2,207		3.7		2,482		4.0
U.S. dollar zero coupon notes due 20202	135		8.4		130		8.4
Other, due through 20983	291		4.4		584		4.8
Fair value adjustment4	273		N/A		231		N/A
Total5,6	$	16,313	2.1	%	$	15,697	2.3	%
Less current portion	1,577				2,041
Long-term debt	$	14,736			$	13,656

¹  These rates represent the weighted-average effective interest rate on the balances outstanding as of year end, as adjusted for the effects of interest rate swap agreements as well as fair value adjustments, if applicable. Refer to Note 5 for a more detailed discussion on interest rate management.

²  This amount is shown net of unamortized discounts of $36 million and $41 million as of December 31, 2012 and 2011, respectively.

³  As of December 31, 2012, the amount shown includes $90 million of debt instruments that are due through 2022.

⁴  Refer to Note 5 for additional information about our fair value hedging strategy.

⁵  As of December 31, 2012 and 2011, the fair value of our long-term debt, including the current portion, was $17,157 million and $16,360 million, respectively. The fair value of our long-term debt is estimated based on quoted prices for those or similar instruments.

⁶  The above notes and debentures include various restrictions, none of which is presently significant to our Company.

The carrying value of the Company's long-term debt included fair value adjustments related to the debt assumed from CCE of $617 million and $733 million as of December 31, 2012 and 2011, respectively. These fair value adjustments are being amortized over the number of years remaining until the underlying debt matures. As of December 31, 2012, the weighted-average maturity of the assumed debt to which these fair value adjustments relate was approximately 17 years. The amortization of these fair value adjustments will be a reduction of interest expense in future periods, which will typically result in our interest expense being less than the actual interest paid to service the debt. Total interest paid was $574 million, $573 million and $422 million in 2012, 2011 and 2010, respectively.

Maturities of long-term debt for the five years succeeding December 31, 2012, are as follows (in millions):

	Maturities of Long-Term Debt
2013	$	1,577
2014	2,633
2015	2,451
2016	1,705
2017	1,439

XML

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details 3)	12 Months Ended
	Dec. 31, 2012
U.S. Plan
Defined Benefit Plan Disclosure
Maximum portion of plan assets for which an investment manager is responsible (as a percent)	10.00%
Target allocation, equity securities (as a percent)	42.00%
Target allocation, debt securities (as a percent)	30.00%
Target allocation, alternative investments (as a percent)	28.00%
Investment in Company common stock (as a percent)	2.00%
Non U. S. Plan
Defined Benefit Plan Disclosure
Investment Strategy Allocation Targets For International Plans	55.00%
Target allocation, equity securities (as a percent)	16.00%
Target allocation, alternative investments (as a percent)	31.00%
Target allocation, fixed income securities (as a percent)	15.00%
Target allocation, mutual, pooled and commingled funds (as a percent)	38.00%
European Pensions Plans [Member]
Defined Benefit Plan Disclosure
Investment Strategy Allocation Targets For International Plans	45.00%
Target allocation, equity securities (as a percent)	56.00%
Target allocation, fixed income securities (as a percent)	44.00%
Global equities [Member] | U.S. Plan
Defined Benefit Plan Disclosure
Target allocation, equity securities (as a percent)	60.00%
Investment in Company common stock (as a percent)	5.00%
Emerging market equities | U.S. Plan
Defined Benefit Plan Disclosure
Target allocation, equity securities (as a percent)	16.00%
Domestic small- and mid-cap equities | U.S. Plan
Defined Benefit Plan Disclosure
Target allocation, equity securities (as a percent)	24.00%
Long-duration bonds | U.S. Plan
Defined Benefit Plan Disclosure
Target allocation, debt securities (as a percent)	33.00%
Multi-strategy alternative credit managers | U.S. Plan
Defined Benefit Plan Disclosure
Target allocation, debt securities (as a percent)	67.00%

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FAIR VALUE MEASUREMENTS (Details 3) (USD $) In Millions, unless otherwise specified	12 Months Ended																																												12 Months Ended																																										12 Months Ended																																									12 Months Ended				12 Months Ended										12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2012 Pension Plans, Defined Benefit [Member]	Dec. 31, 2011 Pension Plans, Defined Benefit [Member]	Dec. 31, 2010 Pension Plans, Defined Benefit [Member]	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2012 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2011 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2012 Other benefits	Dec. 31, 2011 Other benefits	Dec. 31, 2010 Other benefits	Dec. 31, 2012 Other benefits Cash and cash equivalents	Dec. 31, 2011 Other benefits Cash and cash equivalents	Dec. 31, 2012 Other benefits Equity securities U.S.-based companies	Dec. 31, 2011 Other benefits Equity securities U.S.-based companies	Dec. 31, 2012 Other benefits Equity securities International-based companies	Dec. 31, 2011 Other benefits Equity securities International-based companies	Dec. 31, 2012 Other benefits Government bonds	Dec. 31, 2011 Other benefits Government bonds	Dec. 31, 2012 Other benefits Corporate bonds and debt securities	Dec. 31, 2011 Other benefits Corporate bonds and debt securities	Dec. 31, 2012 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2011 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2012 Other benefits Hedge funds/limited partnerships	Dec. 31, 2011 Other benefits Hedge funds/limited partnerships	Dec. 31, 2012 Other benefits Real estate	Dec. 31, 2011 Other benefits Real estate	Dec. 31, 2012 Other benefits Other	Dec. 31, 2011 Other benefits Other	Dec. 31, 2012 Available-for-Sale Securities	Dec. 31, 2011 Available-for-Sale Securities Corporate	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member]	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member]	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2012 Level 1 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2011 Level 1 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2012 Level 1 Other benefits	Dec. 31, 2011 Level 1 Other benefits	Dec. 31, 2012 Level 1 Other benefits Cash and cash equivalents	Dec. 31, 2011 Level 1 Other benefits Cash and cash equivalents	Dec. 31, 2012 Level 1 Other benefits Equity securities U.S.-based companies	Dec. 31, 2011 Level 1 Other benefits Equity securities U.S.-based companies	Dec. 31, 2012 Level 1 Other benefits Equity securities International-based companies	Dec. 31, 2011 Level 1 Other benefits Equity securities International-based companies	Dec. 31, 2012 Level 1 Other benefits Government bonds	Dec. 31, 2011 Level 1 Other benefits Government bonds	Dec. 31, 2012 Level 1 Other benefits Corporate bonds and debt securities	Dec. 31, 2011 Level 1 Other benefits Corporate bonds and debt securities	Dec. 31, 2012 Level 1 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2011 Level 1 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2012 Level 1 Other benefits Hedge funds/limited partnerships	Dec. 31, 2011 Level 1 Other benefits Hedge funds/limited partnerships	Dec. 31, 2012 Level 1 Other benefits Real estate	Dec. 31, 2011 Level 1 Other benefits Real estate	Dec. 31, 2012 Level 1 Other benefits Other	Dec. 31, 2011 Level 1 Other benefits Other	Dec. 31, 2011 Level 1 Available-for-Sale Securities	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member]	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member]	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2012 Level 2 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2011 Level 2 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2012 Level 2 Other benefits	Dec. 31, 2011 Level 2 Other benefits	Dec. 31, 2012 Level 2 Other benefits Cash and cash equivalents	Dec. 31, 2011 Level 2 Other benefits Cash and cash equivalents	Dec. 31, 2012 Level 2 Other benefits Equity securities U.S.-based companies	Dec. 31, 2011 Level 2 Other benefits Equity securities U.S.-based companies	Dec. 31, 2012 Level 2 Other benefits Equity securities International-based companies	Dec. 31, 2011 Level 2 Other benefits Equity securities International-based companies	Dec. 31, 2012 Level 2 Other benefits Government bonds	Dec. 31, 2011 Level 2 Other benefits Government bonds	Dec. 31, 2012 Level 2 Other benefits Corporate bonds and debt securities	Dec. 31, 2011 Level 2 Other benefits Corporate bonds and debt securities	Dec. 31, 2012 Level 2 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2011 Level 2 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2012 Level 2 Other benefits Hedge funds/limited partnerships	Dec. 31, 2011 Level 2 Other benefits Hedge funds/limited partnerships	Dec. 31, 2012 Level 2 Other benefits Real estate	Dec. 31, 2011 Level 2 Other benefits Real estate	Dec. 31, 2012 Level 2 Other benefits Other	Dec. 31, 2011 Level 2 Other benefits Other	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member]	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member]	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Cash and cash equivalents	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Equity securities	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Equity securities	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Equity securities U.S.-based companies	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Equity securities International-based companies	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Government bonds	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Corporate bonds and debt securities	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Mutual, pooled and commingled funds	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Hedge funds/limited partnerships	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Real estate	Dec. 31, 2012 Level 3 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2011 Level 3 Pension Plans, Defined Benefit [Member] Other	Dec. 31, 2012 Level 3 Other benefits	Dec. 31, 2011 Level 3 Other benefits	Dec. 31, 2012 Level 3 Other benefits Cash and cash equivalents	Dec. 31, 2011 Level 3 Other benefits Cash and cash equivalents	Dec. 31, 2012 Level 3 Other benefits Equity securities U.S.-based companies	Dec. 31, 2011 Level 3 Other benefits Equity securities U.S.-based companies	Dec. 31, 2012 Level 3 Other benefits Equity securities International-based companies	Dec. 31, 2011 Level 3 Other benefits Equity securities International-based companies	Dec. 31, 2012 Level 3 Other benefits Government bonds	Dec. 31, 2011 Level 3 Other benefits Government bonds	Dec. 31, 2012 Level 3 Other benefits Corporate bonds and debt securities	Dec. 31, 2011 Level 3 Other benefits Corporate bonds and debt securities	Dec. 31, 2012 Level 3 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2011 Level 3 Other benefits Mutual, pooled and commingled funds	Dec. 31, 2012 Level 3 Other benefits Hedge funds/limited partnerships	Dec. 31, 2011 Level 3 Other benefits Hedge funds/limited partnerships	Dec. 31, 2012 Level 3 Other benefits Real estate	Dec. 31, 2011 Level 3 Other benefits Real estate	Dec. 31, 2012 Level 3 Other benefits Other	Dec. 31, 2011 Level 3 Other benefits Other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other-than-temporary impairment charges, available-for-sale securities	$ 17	$ 26																																											$ 0	$ 17																																									$ 17
Fair Value of Plan Assets			7,584	6,171	5,497	386	227	1,881	1,395	964	953	562	773	982	718	1,510	729	525	489	257	270	517	617	202	185	187	13	86	81	70	4	13	78	2	5	6	16	3	3	2	2	2	0	1			3,448	2,550	187	152	1,847	1,366	910	865	0	0	0	0	504	167	0	0	0	0	0	0	172	83	1	0	81	70	4	13	75	0	0	0	11	0	0	0	0	0	0	0		2,955	2,459	199	75	20	15	54	82	562	773	982	718	1,006	557	125	140	0	0	7	99	26	98	12	86	0	0	0	0	3	2	5	6	5	3	1	0	0	0	0	1	1,181	1,162	0	0			14	14	0	6	0	0	0	0	0	5	400	349	257	270	510	518	4	4	0	0	0	0	0	0	0	0	0	0	0	0	2	2	2	2	0	0
Reconciliation of the beginning and ending balance of Level 3 assets for U.S. and non-U.S. pension plans
Balance at the beginning of the period																																																																																																																																1,162	897			20	15									5	20	349	317	270	242	518	303
Actual return on plan assets:
Related to assets still held at the reporting date																																																																																																																																6	104			0	4									0	(5)	(8)	9	13	35	1	61
Related to assets sold during the year																																																																																																																																27	(2)			0	0									0	6	24	(3)	3	(5)	0	0
Purchases, sales and settlements-net																																																																																																																																1	153			0	(1)									(5)	(16)	35	26	(27)	(2)	(2)	146
Transfers in and/or out of Level 3-net																																																																																																																																(12)	5			(6)	2									0	0	0	1	(2)	0	(4)	2
Foreign currency translation																																																																																																																																(3)	5			0	0									0	0	0	(1)	0	0	(3)	6
Balance at the end of the period																																																																																																																																$ 1,181	$ 1,162			$ 14	$ 20									$ 0	$ 5	$ 400	$ 349	$ 257	$ 270	$ 510	$ 518

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CONSOLIDATED BALANCE SHEETS (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
CURRENT ASSETS
Cash and cash equivalents	$ 8,442	$ 12,803
Short-term investments	5,017	1,088
TOTAL CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS	13,459	13,891
Marketable securities	3,092	144
Trade accounts receivable, less allowances of $53 and $83, respectively	4,759	4,920
Inventories	3,264	3,092
Prepaid expenses and other assets	2,781	3,450
Assets held for sale	2,973	0
TOTAL CURRENT ASSETS	30,328	25,497
EQUITY METHOD INVESTMENTS	9,216	7,233
OTHER INVESTMENTS, PRINCIPALLY BOTTLING COMPANIES	1,232	1,141
OTHER ASSETS	3,585	3,495
PROPERTY, PLANT AND EQUIPMENT - net	14,476	14,939
TRADEMARKS WITH INDEFINITE LIVES	6,527	6,430
BOTTLERS' FRANCHISE RIGHTS WITH INDEFINITE LIVES	7,405	7,770
GOODWILL	12,255	12,219
OTHER INTANGIBLE ASSETS	1,150	1,250
TOTAL ASSETS	86,174	79,974
CURRENT LIABILITIES
Accounts payable and accrued expenses	8,680	9,009
Loans and notes payable	16,297	12,871
Current maturities of long-term debt	1,577	2,041
Accrued income taxes	471	362
Liabilities held for sale	796	0
TOTAL CURRENT LIABILITIES	27,821	24,283
LONG-TERM DEBT	14,736	13,656
OTHER LIABILITIES	5,468	5,420
DEFERRED INCOME TAXES	4,981	4,694
THE COCA-COLA COMPANY SHAREOWNERS' EQUITY
Common stock, $0.25 par value; Authorized — 11,200 shares; Issued — 7,040 and 7,040 shares, respectively	1,760	1,760
Capital surplus	11,379	10,332
Reinvested earnings	58,045	53,621
Accumulated other comprehensive income (loss)	(3,385)	(2,774)
Treasury stock, at cost — 2,571 and 2,514 shares, respectively	(35,009)	(31,304)
EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY	32,790	31,635
EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS	378	286
TOTAL EQUITY	33,168	31,921
TOTAL LIABILITIES AND EQUITY	$ 86,174	$ 79,974

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INVENTORIES

12 Months Ended

Dec. 31, 2012

Inventories [Abstract]

INVENTORIES

INVENTORIES

Inventories consist primarily of raw materials and packaging (which includes ingredients and supplies) and finished goods (which include concentrates and syrups in our concentrate operations, and finished beverages in our finished product operations). Inventories are valued at the lower of cost or market. We determine cost on the basis of the average cost or first-in, first-out methods. Inventories consisted of the following (in millions):

December 31,	2012		2011
Raw materials and packaging	$	1,773	$	1,680
Finished goods	1,171		1,198
Other	320		214
Total inventories	$	3,264	$	3,092

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INVESTMENTS

12 Months Ended

Dec. 31, 2012

Investments Disclosure [Abstract]

INVESTMENTS

INVESTMENTS

Investments in debt and marketable securities, other than investments accounted for under the equity method, are classified as trading, available-for-sale or held-to-maturity. Our marketable equity investments are classified as either trading or available-for-sale with their cost basis determined by the specific identification method. Our investments in debt securities are carried at either amortized cost or fair value. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading securities and realized gains and losses on available-for-sale securities are included in net income. Unrealized gains and losses, net of deferred taxes, on available-for-sale securities are included in our consolidated balance sheets as a component of AOCI, except for the change in fair value attributable to the currency risk being hedged. Refer to Note 5 for additional information related to the Company's fair value hedges of available-for-sale securities.

Trading Securities

As of December 31, 2012 and 2011, our trading securities had a fair value of $266 million and $211 million, respectively, and consisted primarily of equity securities. The Company had net unrealized gains on trading securities of $19 million as of December 31, 2012, and net unrealized losses of $5 million and $3 million as of December 31, 2011 and 2010, respectively. The Company's trading securities were included in the following captions in our consolidated balance sheets (in millions):

December 31,	2012		2011
Marketable securities	$	184	$	138
Other assets	82		73
Total trading securities	$	266	$	211

Available-for-Sale and Held-to-Maturity Securities

As of December 31, 2012 and 2011, available-for-sale and held-to-maturity securities consisted of the following (in millions):

			Gross Unrealized					Estimated
	Cost		Gains		Losses			Fair Value
2012
Available-for-sale securities:1,2
Equity securities	$	957	$	441	$	(10	)	$	1,388
Debt securities	3,169		46		(10		)	3,205
	$	4,126	$	487	$	(20	)	$	4,593
Held-to-maturity securities:
Bank and corporate debt	$	—	$	—	$	—		$	—
2011
Available-for-sale securities:1
Equity securities	$	834	$	237	$	—		$	1,071
Debt securities	332		1		(3		)	330
	$	1,166	$	238	$	(3	)	$	1,401
Held-to-maturity securities:
Bank and corporate debt	$	113	$	—	$	—		$	113

¹  Refer to Note 16 for additional information related to the estimated fair value.

²  During 2012, the Company made a change to its overall cash management program. In an effort to manage counterparty risk and diversify our assets, the Company began to make additional investments in high-quality securities. These investments are primarily classified as available-for-sale securities.

The sale and/or maturity of available-for-sale securities resulted in the following activity (in millions):

Years Ending December 31,	2012			2011
Gross gains	$	41		$	5
Gross losses	(35		)	(1		)
Proceeds	5,036			37

The Company did not sell any available-for-sale securities during 2010.

In 2012, the Company had investments classified as available-for-sale securities in which our cost basis exceeded the fair value of our investment. Management assessed each of these investments on an individual basis to determine if the decline in fair value was other than temporary. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the market value has been less than our cost basis; the financial condition and near-term prospects of the issuer; and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value. As a result of these assessments, management determined that the decline in fair value of these investments was not other than temporary and did not record any impairment charges.

In 2011 and 2010, the Company realized losses of $17 million and $26 million, respectively, due to other-than-temporary impairments of certain available-for-sale securities. These impairment charges were recorded in other income (loss) — net. Refer to Note 16 and Note 17.

During 2011, the Company began using one of its insurance captives to reinsure group annuity insurance contracts that cover the pension obligations of certain of our European pension plans. In accordance with local insurance regulations, our insurance captive is required to meet and maintain minimum solvency capital requirements. The Company elected to invest its solvency capital in a portfolio of available-for-sale securities, which have been classified in the line item other assets in our consolidated balance sheets because the assets are not available to satisfy our current obligations. As of December 31, 2012, and December 31, 2011, the Company's available-for-sale securities included solvency capital funds of $451 million and $285 million, respectively.

The Company's available-for-sale and held-to-maturity securities were included in the following captions in our consolidated balance sheets (in millions):

	December 31, 2012				December 31, 2011
	Available- for-Sale Securities		Held-to- Maturity Securities		Available- for-Sale Securities		Held-to- Maturity Securities
Cash and cash equivalents	$	9	$	—	$	—	$	112
Marketable securities	2,908		—		5		1
Other investments, principally bottling companies	1,087		—		986		—
Other assets	589		—		410		—
	$	4,593	$	—	$	1,401	$	113

The contractual maturities of these investments as of December 31, 2012, were as follows (in millions):

	Available-for-Sale Securities				Held-to-Maturity Securities
	Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	1,003	$	1,001	$	—	$	—
After 1 year through 5 years	1,590		1,598		—		—
After 5 years through 10 years	270		299		—		—
After 10 years	306		307		—		—
Equity securities	957		1,388		—		—
	$	4,126	$	4,593	$	—	$	—

The Company expects that actual maturities may differ from the contractual maturities above because borrowers have the right to call or prepay certain obligations.

Cost Method Investments

Cost method investments are initially recorded at cost, and we record dividend income when applicable dividends are declared. Cost method investments are reported as other investments in our consolidated balance sheets, and dividend income from cost method investments is reported in other income (loss) — net in our consolidated statements of income. We review all of our cost method investments quarterly to determine if impairment indicators are present; however, we are not required to determine the fair value of these investments unless impairment indicators exist. When impairment indicators exist, we generally use discounted cash flow analyses to determine the fair value. We estimate that the fair values of our cost method investments approximated or exceeded their carrying values as of December 31, 2012 and 2011. Our cost method investments had a carrying value of $145 million and $155 million as of December 31, 2012 and 2011, respectively.

In 2012, the Company recorded a charge of $16 million as a result of other-than-temporary declines in the fair values of certain cost method investments. This impairment was recorded in the line item other income (loss) — net in our consolidated statement of income. Refer to Note 16 for additional information related to this impairment.

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OTHER COMPREHENSIVE INCOME

12 Months Ended

Dec. 31, 2012

OTHER COMPREHENSIVE INCOME [Abstract]

OTHER COMPREHENSIVE INCOME

OTHER COMPREHENSIVE INCOME

AOCI attributable to shareowners of The Coca-Cola Company is separately presented on our consolidated balance sheets as a component of The Coca-Cola Company's shareowners' equity, which also includes our proportionate share of equity method investees' AOCI. Other comprehensive income (loss) ("OCI") attributable to noncontrolling interests is allocated to, and included in, our balance sheets as part of the line item equity attributable to noncontrolling interests. AOCI attributable to shareowners of The Coca-Cola Company consisted of the following (in millions):

December 31,	2012			2011
				As Adjusted
Foreign currency translation adjustment	$	(1,665	)	$	(1,445	)
Accumulated derivative net gains (losses)	46			(53		)
Unrealized net gains (losses) on available-for-sale securities	338			160
Adjustments to pension and other benefit liabilities	(2,104		)	(1,436		)
Accumulated other comprehensive income (loss)	$	(3,385	)	$	(2,774	)

OCI attributable to shareowners of The Coca-Cola Company, including our proportionate share of equity method investees' OCI, for the years ended December 31, 2012, 2011 and 2010, is as follows (in millions):

	Before-Tax Amount			Income Tax			After-Tax Amount
2012
Net foreign currency translation adjustment	$	(219	)	$	(1	)	$	(220	)
Derivatives:
Unrealized gains (losses) arising during the year	77			(29		)	48
Reclassification adjustments recognized in net income	82			(31		)	51
Net gain (loss) on derivatives1	159			(60		)	99
Available-for-sale securities:
Unrealized gains (losses) arising during the year	248			(64		)	184
Reclassification adjustments recognized in net income	(6		)	—			(6		)
Net change in unrealized gain (loss) on available-for-sale securities2	242			(64		)	178
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,132		)	405			(727		)
Reclassification adjustments recognized in net income	92			(33		)	59
Net change in pension and other benefit liabilities3	(1,040		)	372			(668		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(858	)	$	247		$	(611	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

	Before-Tax Amount			Income Tax			After-Tax Amount
2011 — As Adjusted
Net foreign currency translation adjustment	$	(639	)	$	(1	)	$	(640	)
Derivatives:
Unrealized gains (losses) arising during the year	(3		)	(1		)	(4		)
Reclassification adjustments recognized in net income	243			(94		)	149
Net gain (loss) on derivatives1	240			(95		)	145
Available-for-sale securities:
Unrealized gains (losses) arising during the year	(4		)	(8		)	(12		)
Reclassification adjustments recognized in net income	10			(5		)	5
Net change in unrealized gain (loss) on available-for-sale securities2	6			(13		)	(7		)
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	(1,206		)	423			(783		)
Reclassification adjustments recognized in net income	31			(11		)	20
Net change in pension and other benefit liabilities3	(1,175		)	412			(763		)
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(1,568	)	$	303		$	(1,265	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

	Before-Tax Amount			Income Tax			After-Tax Amount
2010 — As Adjusted
Net foreign currency translation adjustment	$	(966	)	$	31		$	(935	)
Derivatives:
Unrealized gains (losses) arising during the year	(239		)	108			(131		)
Reclassification adjustments recognized in net income	17			(6		)	11
Net gain (loss) on derivatives1	(222		)	102			(120		)
Available-for-sale securities:
Unrealized gains (losses) arising during the year	115			(25		)	90
Reclassification adjustments recognized in net income	18			(6		)	12
Net change in unrealized gain (loss) on available-for-sale securities2	133			(31		)	102
Pension and other benefit liabilities:
Net pension and other benefits arising during the year	397			(139		)	258
Reclassification adjustments recognized in net income	35			(11		)	24
Net change in pension and other benefit liabilities3	432			(150		)	282
Other comprehensive income (loss) attributable to The Coca-Cola Company	$	(623	)	$	(48	)	$	(671	)

¹  Refer to Note 5 for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.

²  Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to Note 3 for additional information related to these divestitures.

³  Refer to Note 13 for additional information related to the Company's pension and other postretirement benefit liabilities.

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COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

Guarantees

As of December 31, 2012, we were contingently liable for guarantees of indebtedness owed by third parties of $671 million, of which $294 million was related to VIEs. Refer to Note 1 for additional information related to the Company's maximum exposure to loss due to our involvement with VIEs. Our guarantees are primarily related to third-party customers, bottlers, vendors and container manufacturing operations and have arisen through the normal course of business. These guarantees have various terms, and none of these guarantees were individually significant. The amount represents the maximum potential future payments that we could be required to make under the guarantees; however, we do not consider it probable that we will be required to satisfy these guarantees.

We believe our exposure to concentrations of credit risk is limited due to the diverse geographic areas covered by our operations.

Legal Contingencies

The Company is involved in various legal proceedings. We establish reserves for specific legal proceedings when we determine that the likelihood of an unfavorable outcome is probable and the amount of loss can be reasonably estimated. Management has also identified certain other legal matters where we believe an unfavorable outcome is reasonably possible and/or for which no estimate of possible losses can be made. Management believes that the total liabilities to the Company that may arise as a result of currently pending legal proceedings will not have a material adverse effect on the Company taken as a whole.

During the period from 1970 to 1981, our Company owned Aqua-Chem, Inc., now known as Cleaver-Brooks, Inc. ("Aqua-Chem"). During that time, the Company purchased over $400 million of insurance coverage, which also insures Aqua-Chem for some of its prior and future costs for certain product liability and other claims. A division of Aqua-Chem manufactured certain boilers that contained gaskets that Aqua-Chem purchased from outside suppliers. Several years after our Company sold this entity, Aqua-Chem received its first lawsuit relating to asbestos, a component of some of the gaskets. Aqua-Chem was first named as a defendant in asbestos lawsuits in or around 1985 and currently has approximately 40,000 active claims pending against it. In September 2002, Aqua-Chem notified our Company that it believed we were obligated for certain costs and expenses associated with its asbestos litigations. Aqua-Chem demanded that our Company reimburse it for approximately $10 million for out-of-pocket litigation-related expenses. Aqua-Chem also demanded that the Company acknowledge a continuing obligation to Aqua-Chem for any future liabilities and expenses that are excluded from coverage under the applicable insurance or for which there is no insurance. Our Company disputes Aqua-Chem's claims, and we believe we have no obligation to Aqua-Chem for any of its past, present or future liabilities, costs or expenses. Furthermore, we believe we have substantial legal and factual defenses to Aqua-Chem's claims. The parties entered into litigation in Georgia to resolve this dispute, which was stayed by agreement of the parties pending the outcome of litigation filed in Wisconsin by certain insurers of Aqua-Chem. In that case, five plaintiff insurance companies filed a declaratory judgment action against Aqua-Chem, the Company and 16 defendant insurance companies seeking a determination of the parties' rights and liabilities under policies issued by the insurers and reimbursement for amounts paid by plaintiffs in excess of their obligations. During the course of the Wisconsin insurance coverage litigation, Aqua-Chem and the Company reached settlements with several of the insurers, including plaintiffs, who have or will pay funds into an escrow account for payment of costs arising from the asbestos claims against Aqua-Chem. On July 24, 2007, the Wisconsin trial court entered a final declaratory judgment regarding the rights and obligations of the parties under the insurance policies issued by the remaining defendant insurers, which judgment was not appealed. The judgment directs, among other things, that each insurer whose policy is triggered is jointly and severally liable for 100 percent of Aqua-Chem's losses up to policy limits. The court's judgment concluded the Wisconsin insurance coverage litigation. The Georgia litigation remains subject to the stay agreement. The Company and Aqua-Chem continued to negotiate with various insurers that were defendants in the Wisconsin insurance coverage litigation over those insurers' obligations to defend and indemnify Aqua-Chem for the asbestos-related claims. The Company anticipated that a final settlement with three of those insurers (the “Chartis insurers”) would be finalized in May 2011, but such insurers repudiated their settlement commitments and, as a result, Aqua-Chem and the Company filed suit against them in Wisconsin state court to enforce the coverage-in-place settlement or, in the alternative, to obtain a declaratory judgment validating Aqua-Chem and the Company's interpretation of the court's judgment in the Wisconsin insurance coverage litigation. In February 2012, the parties filed and argued a number of cross-motions for summary judgment related to the issues of the enforceability of the settlement agreement and the exhaustion of policies underlying those of the Chartis insurers. The court granted defendants' motions for summary judgment that the 2011 Settlement Agreement and 2010 Term Sheet were not binding contracts, but denied their similar motions related to plaintiffs' claims for promissory and/or equitable estoppel. On or about May 15, 2012, the parties entered into a mutually agreeable settlement/stipulation resolving two major issues: exhaustion of underlying coverage and control of defense; and, on or about January 10, 2013, the parties reached a settlement of the remaining coverage issues and the estoppel claims. The Chartis insurers have filed a notice of appeal with respect to certain issues that were the subject of summary judgment orders earlier in the case. Whatever the outcome of that appeal, these three insurance companies will remain subject to the court's judgment in the Wisconsin insurance coverage litigation.

The Company is unable to estimate at this time the amount or range of reasonably possible loss it may ultimately incur as a result of asbestos-related claims against Aqua-Chem. The Company believes that assuming (a) the defense and indemnity costs for the asbestos-related claims against Aqua-Chem in the future are in the same range as during the past five years, and (b) the various insurers that cover the asbestos-related claims against Aqua-Chem remain solvent, regardless of the outcome of the coverage-in-place settlement litigation but taking into account the issues resolved to date, insurance coverage for substantially all defense and indemnity costs would be available for the next 10 to 15 years.

Indemnifications

At the time we acquire or divest our interest in an entity, we sometimes agree to indemnify the seller or buyer for specific contingent liabilities. Management believes that any liability to the Company that may arise as a result of any such indemnification agreements will not have a material adverse effect on the Company taken as a whole.

Tax Audits

The Company is involved in various tax matters, with respect to some of which the outcome is uncertain. These audits may result in the assessment of additional taxes that are subsequently resolved with authorities or potentially through the courts. Refer to Note 14.

Risk Management Programs

The Company has numerous global insurance programs in place to help protect the Company from the risk of loss. In general, we are self-insured for large portions of many different types of claims; however, we do use commercial insurance above our self-insured retentions to reduce the Company's risk of catastrophic loss. Our reserves for the Company's self-insured losses are estimated through actuarial procedures of the insurance industry and by using industry assumptions, adjusted for our specific expectations based on our claim history. The Company's self-insurance reserves totaled $508 million and $527 million as of December 31, 2012 and 2011, respectively.

Workforce (Unaudited)

As of December 31, 2012, our Company had approximately 150,900 associates, of which approximately 68,300 associates were located in the United States. Our Company, through its divisions and subsidiaries, is a party to numerous collective bargaining agreements. As of December 31, 2012, approximately 17,900 associates in North America were covered by collective bargaining agreements. These agreements typically have terms of three to five years. We currently expect that we will be able to renegotiate such agreements on satisfactory terms when they expire. The Company believes that its relations with its associates are generally satisfactory.

Operating Leases

The following table summarizes our minimum lease payments under noncancelable operating leases with initial or remaining lease terms in excess of one year as of December 31, 2012 (in millions):

Years Ending December 31,	Operating Lease Payments
2013	$	233
2014	162
2015	128
2016	101
2017	72
Thereafter	235
Total minimum operating lease payments1	$	931

¹  Income associated with sublease arrangements is not significant.

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INCOME TAXES (Details) (USD $)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Income Taxes [Abstract]
Income before income taxes, United States	$ 3,526,000,000	$ 3,029,000,000	$ 7,188,000,000
Income before income taxes, International	8,283,000,000	8,429,000,000	7,019,000,000
INCOME BEFORE INCOME TAXES	11,809,000,000	11,458,000,000	14,207,000,000
Income tax payments	981,000,000	1,612,000,000	1,766,000,000
Income tax expense (benefit)
Current income tax expense (benefit), United States	602,000,000	286,000,000	469,000,000
Deferred income tax expense (benefit), United States	936,000,000	898,000,000	586,000,000
Current income tax expense (benefit), State and Local	74,000,000	66,000,000	85,000,000
Deferred income tax expense (benefit), State and Local	33,000,000	27,000,000	2,000,000
Current income tax expense (benefit), International	1,415,000,000	1,425,000,000	1,212,000,000
Deferred income tax expense (benefit), International	(337,000,000)	110,000,000	16,000,000
Current income tax expense (benefit), total	2,091,000,000	1,777,000,000	1,766,000,000
Deferred income tax expense (benefit), total	632,000,000	1,035,000,000	604,000,000
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Statutory U.S. federal tax rate (as a percent)	35.00%	35.00%	35.00%
State and local income taxes - net of federal benefit (as a percent)	1.10%	0.90%	0.60%
Earnings in jurisdictions taxed at rates different from the statutory U.S. federal rate (as a percent)	(9.50%)	(9.50%)	(5.60%)
Reversal of valuation allowance (as a percent)	(2.40%)	0.00%	0.00%
Equity income or loss (as a percent)	(2.00%)	(1.40%)	(1.90%)
CCE transaction (as a percent)	0.00%	0.00%	(12.50%)
Sale of Norwegian and Swedish bottling operations (as a percent)	0.00%	0.00%	0.40%
Other operating charges (as a percent)	0.40%	0.30%	0.40%
Other - net (as a percent)	0.50%	(0.80%)	0.30%
Effective tax rate (as a percent)	23.10%	24.50%	16.70%
Tax expense (benefit) related to uncertain tax positions, including interest and penalties, foreign	133,000,000	(6,000,000)	265,000,000
Income Tax Expense (Benefit) Unusual or Infrequent Items Transaction Gains (Losses)	57,000,000	299,000,000
Net Gains From Investee Transactions and Equity Investment Sales	76,000,000	641,000,000
Proportionate share in impairment charges of equity method investee	(8,000,000)	53,000,000	66,000,000
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses		0.00%
Other than Temporary Impairment Losses, Investments, Portion Recognized in Earnings, Net		17,000,000	26,000,000
Effective Income Tax Rate Reconciliation, Other Gains	0.30%	0.70%
Income Tax expenses (benefit) of unusual or infrequent items recorded by our equity method investees		(7,000,000)	(9,000,000)
Effective tax impact of unusual or infrequent items recorded by our equity method investees (as a percent)		0.10%	0.10%
Income Tax Expense (Benefit) Unusual or Infrequent Items Productivity, Integration, Restructuring, Transaction Costs and other activities	95,000,000	224,000,000	223,000,000
Unusual or Infrequent Item Operating	447,000,000	732,000,000	819,000,000
Effective tax impact of restructuring charges, asset impairments, transacton gains and others one-time items (as a percent)	0.40%	0.30%	0.40%
Income Tax Expense (Benefit) Amortization of Favorable Supply Contracts		(8,000,000)
Income Tax Expense (Benefit) Debt Repurchased, Extinguished and other Financial Items		(3,000,000)	(114,000,000)
Other infrequent or unusual charges net		19,000,000	493,000,000
Net charge on exchange, repayment or extinguishment of long-term debt		9,000,000
Income Tax Reconciliation, tax benefit due to impairments		(14,000,000)
Tax expense (benefit) related to uncertain tax positions, including interest and penalties, domestic		(2,000,000)	31,000,000
Uncertain tax positions, including interest and penalties, foreign (as a percent)	1.10%		1.90%
Tax benefit (charge) associated with the reversal of valuation allowance	283,000,000
Effective income tax rate impact related to debt extinguishment, remeasurement of subsidiary assets, other than temporary charges and donation (as a percent)			0.50%
Effective income tax rate uncertain tax positions, including interest and penalties, domestic (as a percent)			0.20%
Income Tax Expense (Benefit) Related to PreExisting Relationship			(99,000,000)
Gross balance of unrecognized tax benefit
Beginning balance of unrecognized tax benefits	320,000,000	387,000,000	354,000,000
Increases related to prior period tax positions	69,000,000	9,000,000	26,000,000
Decreases related to prior period tax positions	(15,000,000)	(19,000,000)	(10,000,000)
Increases related to current period tax positions	23,000,000	6,000,000	33,000,000
Decreases related to current period tax positions	0	(1,000,000)	0
Decreases related to settlements with taxing authorities	(45,000,000)	(5,000,000)	0
Reductions as a result of a lapse of the applicable statute of limitations	(36,000,000)	(46,000,000)	(1,000,000)
Increase related to acquisition of CCE's former North American business	0	0	6,000,000
Increases (decreases) from effects of foreign currency exchange rates	(14,000,000)	(11,000,000)	(21,000,000)
Ending balance of unrecognized tax benefits	302,000,000	320,000,000	387,000,000
Alternative jurisdictional tax benefits if tax positions do not prevail	115,000,000
Impact of unrecognized tax benefits on effective tax rate if Company were to prevail on all uncertain tax positions	187,000,000
Unrecognized tax benefits, interest and penalties accrued	113,000,000	110,000,000	112,000,000
Unrecognized tax expense (benefits), interest and penalties expense	33,000,000	(2,000,000)	17,000,000
Undistributed earnings of foreign subsidiaries	26,900,000,000
Disposal of Norwegian and Swedish Bottling Operations [Member]
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Income Tax Expense (Benefit) Unusual or Infrequent Items Transaction Gains (Losses)			261,000,000
Income Tax Expense (Benefit) Finalization of Working Capital Adjustments		(2,000,000)
Disposal of certain investments (as a percent)			0.40%
Coca Cola Enterprises Inc [Member]
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Gain related to remeasurement of our equity investment in CCE to fair value			4,978,000,000
Tax benefit related to remeasurement of equity investment to fair value upon acquisition of business			(34,000,000)
Effective Income tax rate reconciliation reversal of deferred tax liabilities			(12.50%)
Corporate
Income Taxes [Abstract]
INCOME BEFORE INCOME TAXES	(1,240,000,000)	(975,000,000)	2,984,000,000
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Net Gains From Investee Transactions and Equity Investment Sales		122,000,000
Unusual or Infrequent Item Operating	38,000,000	164,000,000	485,000,000
Equity Method Investments Impairment		41,000,000
Corporate | Disposal of Norwegian and Swedish Bottling Operations [Member]
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal		(5,000,000)	597,000,000
Corporate | Coca Cola Enterprises Inc [Member]
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Gain related to remeasurement of our equity investment in CCE to fair value			4,978,000,000
Charge related to preexisting relationship			265,000,000
Productivity and Reinvestment [Member]
Reconciliation of the statutory U.S. federal tax rate and effective tax rates
Unusual or Infrequent Item Operating	$ 416,000,000

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PROPERTY, PLANT AND EQUIPMENT

12 Months Ended

Dec. 31, 2012

Property Plant and Equipament [Abstract]

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT

The following table summarizes our property, plant and equipment (in millions):

December 31,	2012		2011
Land	$	997	$	1,141
Buildings and improvements	5,307		5,240
Machinery, equipment and vehicle fleet	16,203		15,504
Construction in progress	979		1,266
	23,486		23,151
Less accumulated depreciation	9,010		8,212
Property, plant and equipment — net	$	14,476	$	14,939

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INVESTMENTS (Details 3) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Held-to-maturity securities, by type
Held-to-maturity securities, cost	$ 0
Held-to-maturity securities, estimated fair value	0
Equity securities
Held-to-maturity securities, by type
Held-to-maturity securities, cost	0
Held-to-maturity securities, estimated fair value	0
Bank and corporate debt
Held-to-maturity securities, by type
Held-to-maturity securities, cost	0	113
Held-to-maturity securities, estimated fair value	0	113
Held-to-maturity securities, gross unrealized gains	0	0
Held-to-maturity securities, gross unrealized losses	$ 0	$ 0

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HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2012

Hedging Transactions and Derivative Financial Instruments Disclosures [Abstract]

HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS

HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS

The Company is directly and indirectly affected by changes in certain market conditions. These changes in market conditions may adversely impact the Company's financial performance and are referred to as "market risks." Our Company, when deemed appropriate, uses derivatives as a risk management tool to mitigate the potential impact of certain market risks. The primary market risks managed by the Company through the use of derivative instruments are foreign currency exchange rate risk, commodity price risk and interest rate risk.

The Company uses various types of derivative instruments including, but not limited to, forward contracts, commodity futures contracts, option contracts, collars and swaps. Forward contracts and commodity futures contracts are agreements to buy or sell a quantity of a currency or commodity at a predetermined future date, and at a predetermined rate or price. An option contract is an agreement that conveys the purchaser the right, but not the obligation, to buy or sell a quantity of a currency or commodity at a predetermined rate or price during a period or at a time in the future. A collar is a strategy that uses a combination of options to limit the range of possible positive or negative returns on an underlying asset or liability to a specific range, or to protect expected future cash flows. To do this, an investor simultaneously buys a put option and sells (writes) a call option, or alternatively buys a call option and sells (writes) a put option. A swap agreement is a contract between two parties to exchange cash flows based on specified underlying notional amounts, assets and/or indices. We do not enter into derivative financial instruments for trading purposes.

All derivatives are carried at fair value in our consolidated balance sheets in the following line items, as applicable: prepaid expenses and other assets; other assets; accounts payable and accrued expenses; and other liabilities. The carrying values of the derivatives reflect the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. These master netting agreements allow the Company to net settle positive and negative positions (assets and liabilities) arising from different transactions with the same counterparty.

The accounting for gains and losses that result from changes in the fair values of derivative instruments depends on whether the derivatives have been designated and qualify as hedging instruments and the type of hedging relationships. Derivatives can be designated as fair value hedges, cash flow hedges or hedges of net investments in foreign operations. The changes in the fair values of derivatives that have been designated and qualify for fair value hedge accounting are recorded in the same line item in our consolidated statements of income as the changes in the fair values of the hedged items attributable to the risk being hedged. The changes in fair values of derivatives that have been designated and qualify as cash flow hedges or hedges of net investments in foreign operations are recorded in AOCI and are reclassified into the line item in our consolidated statement of income in which the hedged items are recorded in the same period the hedged items affect earnings. Due to the high degree of effectiveness between the hedging instruments and the underlying exposures being hedged, fluctuations in the value of the derivative instruments are generally offset by changes in the fair values or cash flows of the underlying exposures being hedged. The changes in fair values of derivatives that were not designated and/or did not qualify as hedging instruments are immediately recognized into earnings.

For derivatives that will be accounted for as hedging instruments, the Company formally designates and documents, at inception, the financial instrument as a hedge of a specific underlying exposure, the risk management objective and the strategy for undertaking the hedge transaction. In addition, the Company formally assesses, both at the inception and at least quarterly thereafter, whether the financial instruments used in hedging transactions are effective at offsetting changes in either the fair values or cash flows of the related underlying exposures. Any ineffective portion of a financial instrument's change in fair value is immediately recognized into earnings.

The Company determines the fair values of its derivatives based on quoted market prices or using standard valuation models. Refer to Note 16. The notional amounts of the derivative financial instruments do not necessarily represent amounts exchanged by the parties and, therefore, are not a direct measure of our exposure to the financial risks described above. The amounts exchanged are calculated by reference to the notional amounts and by other terms of the derivatives, such as interest rates, foreign currency exchange rates, commodity rates or other financial indices. The Company does not view the fair values of its derivatives in isolation, but rather in relation to the fair values or cash flows of the underlying hedged transactions or other exposures. Virtually all of our derivatives are straightforward over-the-counter instruments with liquid markets.

The following table presents the fair values of the Company's derivative instruments that were designated and qualified as part of a hedging relationship (in millions):

		Fair Value1,2
Derivatives Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	149	$	170
Commodity contracts	Prepaid expenses and other assets	—		2
Interest rate contracts	Prepaid expenses and other assets	7		—
Interest rate contracts	Other assets	335		246
Total assets		$	491	$	418
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	55	$	41
Commodity contracts	Accounts payable and accrued expenses	1		1
Interest rate contracts	Other liabilities	6		—
Total liabilities		$	62	$	42

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

The following table presents the fair values of the Company's derivative instruments that were not designated as hedging instruments (in millions):

		Fair Value1,2
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	19	$	29
Foreign currency contracts	Other assets	42		—
Commodity contracts	Prepaid expenses and other assets	72		54
Other derivative instruments	Prepaid expenses and other assets	6		5
Total assets		$	139	$	88
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	24	$	116
Foreign currency contracts	Other liabilities	1		—
Commodity contracts	Accounts payable and accrued expenses	43		47
Commodity contracts	Other liabilities	1		—
Other derivative instruments	Accounts payable and accrued expenses	2		1
Total liabilities		$	71	$	164

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

Credit Risk Associated with Derivatives

We have established strict counterparty credit guidelines and enter into transactions only with financial institutions of investment grade or better. We monitor counterparty exposures regularly and review any downgrade in credit rating immediately. If a downgrade in the credit rating of a counterparty were to occur, we have provisions requiring collateral in the form of U.S. government securities for substantially all of our transactions. To mitigate presettlement risk, minimum credit standards become more stringent as the duration of the derivative financial instrument increases. In addition, the Company's master netting agreements reduce credit risk by permitting the Company to net settle for transactions with the same counterparty. To minimize the concentration of credit risk, we enter into derivative transactions with a portfolio of financial institutions. Based on these factors, we consider the risk of counterparty default to be minimal.

Cash Flow Hedging Strategy

The Company uses cash flow hedges to minimize the variability in cash flows of assets or liabilities or forecasted transactions caused by fluctuations in foreign currency exchange rates, commodity prices or interest rates. The changes in the fair values of derivatives designated as cash flow hedges are recorded in AOCI and are reclassified into the line item in our consolidated statement of income in which the hedged items are recorded in the same period the hedged items affect earnings. The changes in fair values of hedges that are determined to be ineffective are immediately reclassified from AOCI into earnings. The Company did not discontinue any cash flow hedging relationships during the years ended December 31, 2012, 2011 and 2010. The maximum length of time for which the Company hedges its exposure to future cash flows is typically three years.

The Company maintains a foreign currency cash flow hedging program to reduce the risk that our eventual U.S. dollar net cash inflows from sales outside the United States and U.S. dollar net cash outflows from procurement activities will be adversely affected by changes in foreign currency exchange rates. We enter into forward contracts and purchase foreign currency options (principally euros and Japanese yen) and collars to hedge certain portions of forecasted cash flows denominated in foreign currencies. When the U.S. dollar strengthens against the foreign currencies, the decline in the present value of future foreign currency cash flows is partially offset by gains in the fair value of the derivative instruments. Conversely, when the U.S. dollar weakens, the increase in the present value of future foreign currency cash flows is partially offset by losses in the fair value of the derivative instruments. The total notional value of derivatives that have been designated and qualify for the Company's foreign currency cash flow hedging program was $4,715 million and $5,158 million as of December 31, 2012 and 2011, respectively.

The Company has entered into commodity futures contracts and other derivative instruments on various commodities to mitigate the price risk associated with forecasted purchases of materials used in our manufacturing process. The derivative instruments have been designated and qualify as part of the Company's commodity cash flow hedging program. The objective of this hedging program is to reduce the variability of cash flows associated with future purchases of certain commodities. The total notional value of derivatives that have been designated and qualify for this program was $17 million and $26 million as of December 31, 2012 and 2011, respectively.

Our Company monitors our mix of short-term debt and long-term debt regularly. From time to time, we manage our risk to interest rate fluctuations through the use of derivative financial instruments. The Company has entered into interest rate swap agreements and has designated these instruments as part of the Company's interest rate cash flow hedging program. The objective of this hedging program is to mitigate the risk of adverse changes in benchmark interest rates on the Company's future interest payments. The total notional value of these interest rate swap agreements that were designated and qualified for the Company's interest rate cash flow hedging program was $1,764 million as of December 31, 2012. The Company had no outstanding derivative instruments under this hedging program as of December 31, 2011.

The following table presents the pretax impact that changes in the fair values of derivatives designated as cash flow hedges had on AOCI and earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in Other Comprehensive Income ("OCI")			Location of Gain (Loss) Recognized in Income1	Gain (Loss) Reclassified from AOCI into Income (Effective Portion)			Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Foreign currency contracts	$	59		Net operating revenues	$	(46	)	$	2
Foreign currency contracts	34			Cost of goods sold	(23		)	—
Interest rate contracts	1			Interest expense	(12		)	—			2
Commodity contracts	(4		)	Cost of goods sold	(1		)	—
Total	$	90			$	(82	)	$	2
2011
Foreign currency contracts	$	3		Net operating revenues	$	(231	)	$	—		2
Interest rate contracts	(11		)	Interest expense	(12		)	(1		)
Commodity contracts	(1		)	Cost of goods sold	—			—
Total	$	(9	)		$	(243	)	$	(1	)
2010
Foreign currency contracts	$	(307	)	Net operating revenues	$	(2	)	$	(2	)
Interest rate contracts	—			Interest expense	(15		)	—
Commodity contracts	1			Cost of goods sold	—			—
Total	$	(306	)		$	(17	)	$	(2	)

¹  The Company records gains and losses reclassified from AOCI in income for the effective portion and ineffective portion, if any, to the same line items in our consolidated statements of income.

²  Includes a de minimis amount of ineffectiveness in the hedging relationship.

As of December 31, 2012, the Company estimates that it will reclassify into earnings during the next 12 months gains of approximately $41 million from the pretax amount recorded in AOCI as the anticipated cash flows occur.

Fair Value Hedging Strategy

The Company uses interest rate swap agreements designated as fair value hedges to minimize exposure to changes in the fair value of fixed-rate debt that results from fluctuations in benchmark interest rates. The changes in fair values of derivatives designated as fair value hedges and the offsetting changes in fair values of the hedged items are recognized in earnings. As of December 31, 2012, such adjustments increased the carrying value of our long-term debt by $273 million. Refer to Note 10. The changes in fair values of hedges that are determined to be ineffective are immediately recognized into earnings. The total notional value of derivatives that related to our fair value hedges of this type was $6,700 million and $5,700 million as of December 31, 2012 and 2011, respectively.

During the first quarter of 2012, the Company began using fair value hedges to minimize exposure to changes in the fair value of certain available-for-sale securities from fluctuations in foreign currency exchange rates. The changes in fair values of derivatives designated as fair value hedges and the offsetting changes in fair values of the hedged items are recognized in earnings. The changes in fair values of hedges that are determined to be ineffective are immediately recognized into earnings. The total notional value of derivatives that related to our fair value hedges of this type was $850 million as of December 31, 2012. The Company had no outstanding derivative instruments under this hedging program as of December 31, 2011.

The following table summarizes the pretax impact that changes in the fair values of derivatives designated as fair value hedges had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

Hedging Instruments and Hedged Items	Location of Gain (Loss) Recognized in Income	Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Interest rate contracts	Interest expense	$	89
Fixed-rate debt	Interest expense	(42		)
Net impact to interest expense		$	47
Foreign currency contracts	Other income (loss) — net	$	42
Available-for-sale securities	Other income (loss) — net	(46		)
Net impact to other income (loss) — net		$	(4	)
Net impact of fair value hedging instruments		$	43
2011
Interest rate contracts	Interest expense	$	343
Fixed-rate debt	Interest expense	(333		)
Net impact to interest expense		$	10
2010
Interest rate contracts	Interest expense	$	(97	)
Fixed-rate debt	Interest expense	102
Net impact to interest expense		$	5

Hedges of Net Investments in Foreign Operations Strategy

The Company uses forward contracts to protect the value of our investments in a number of foreign subsidiaries. For derivative instruments that are designated and qualify as hedges of net investments in foreign operations, the changes in fair values of the derivative instruments are recognized in net foreign currency translation gain (loss), a component of AOCI, to offset the changes in the values of the net investments being hedged. Any ineffective portions of net investment hedges are reclassified from AOCI into earnings during the period of change. The total notional value of derivatives under this hedging program was $1,718 million and $1,681 million as of December 31, 2012 and 2011, respectively.

The following table presents the pretax impact that changes in the fair values of derivatives designated as net investment hedges had on AOCI during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in OCI
Year Ended December 31,	2012			2011			2010
Foreign currency contracts	$	(61	)	$	(3	)	$	(15	)

The Company did not reclassify any deferred gains or losses related to net investment hedges from AOCI to earnings during the years endedDecember 31, 2012, 2011 and 2010. In addition, the Company did not have any ineffectiveness related to net investment hedges during the years endedDecember 31, 2012, 2011 and 2010.

Economic (Non-Designated) Hedging Strategy

In addition to derivative instruments that are designated and qualify for hedge accounting, the Company also uses certain derivatives as economic hedges of foreign currency and commodity exposure. Although these derivatives were not designated and/or did not qualify for hedge accounting, they are effective economic hedges. The changes in fair value of economic hedges are immediately recognized into earnings.

The Company uses foreign currency economic hedges to offset the earnings impact that fluctuations in foreign currency exchange rates have on certain monetary assets and liabilities denominated in nonfunctional currencies. The changes in fair value of economic hedges used to offset the monetary assets and liabilities are recognized into earnings in the line item other income (loss) — net in our consolidated statements of income. In addition, we use foreign currency economic hedges to minimize the variability in cash flows associated with changes in foreign currency exchange rates. The changes in fair value of economic hedges used to offset the variability in U.S. dollar net cash flows are recognized into earnings in the line items net operating revenues and cost of goods sold in our consolidated statements of income. The total notional value of derivatives related to our foreign currency economic hedges was $3,865 million and $3,629 million as of December 31, 2012 and 2011, respectively.

The Company also uses certain derivatives as economic hedges to mitigate the price risk associated with the purchase of materials used in the manufacturing process and for vehicle fuel. The changes in fair values of these economic hedges are immediately recognized into earnings in the line items net operating revenues, cost of goods sold, and selling, general and administrative expenses in our consolidated statements of income, as applicable. The total notional value of derivatives related to our economic hedges of this type was $1,084 million and $1,165 million as of December 31, 2012 and 2011, respectively.

In connection with our acquisition of CCE's former North America business, the Company assumed certain interest rate derivatives. The Company did not designate these derivatives as hedges subsequent to the acquisition. These derivatives were originally recorded at fair value as of October 2, 2010. As of December 31, 2010, all interest rate derivatives acquired from CCE were settled and will have no additional impact on future earnings. In 2010, the Company recorded $5 million of losses related to these instruments in interest expense.

The Company entered into interest rate locks that were used as economic hedges to mitigate the interest rate risk associated with the Company's repurchase of certain long-term debt. These hedges were not designated and did not qualify for hedge accounting but were effective economic hedges. The Company settled these hedges and recognized losses of $104 million in interest expense during 2010. As of December 31, 2010, there were no outstanding interest rate derivatives used as economic hedges.

The following table presents the pretax impact that changes in the fair values of derivatives not designated as hedging instruments had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

		Gains (Losses)
Derivatives Not Designated as Hedging Instruments	Location of Gains (Losses) Recognized in Income	Year Ended December 31,
		2012			2011			2010
Foreign currency contracts	Net operating revenues	$	(7	)	$	7		$	(15	)
Foreign currency contracts	Other income (loss) — net	24			(37		)	(46		)
Foreign currency contracts	Cost of goods sold	—			(12		)	(9		)
Commodity contracts	Net operating revenues	4			—			—
Commodity contracts	Cost of goods sold	(110		)	(42		)	40
Commodity contracts	Selling, general and administrative expenses	9			(11		)	—
Interest rate swaps	Interest expense	—			—			(5		)
Interest rate locks	Interest expense	—			—			(104		)
Other derivative instruments	Selling, general and administrative expenses	18			8			21
Total		$	(62	)	$	(87	)	$	(118	)

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EQUITY METHOD INVESTMENTS

12 Months Ended

Dec. 31, 2012

EQUITY METHOD INVESTMENTS [Abstract]

EQUITY METHOD INVESTMENTS

EQUITY METHOD INVESTMENTS

Our consolidated net income includes our Company's proportionate share of the net income or loss of our equity method investees. When we record our proportionate share of net income, it increases equity income (loss) — net in our consolidated statements of income and our carrying value in that investment. Conversely, when we record our proportionate share of a net loss, it decreases equity income (loss) — net in our consolidated statements of income and our carrying value in that investment. The Company's proportionate share of the net income or loss of our equity method investees includes significant operating and nonoperating items recorded by our equity method investees. These items can have a significant impact on the amount of equity income (loss) — net in our consolidated statements of income and our carrying value in those investments. Refer to Note 17 for additional information related to significant operating and nonoperating items recorded by our equity method investees. The carrying values of our equity method investments are also impacted by our proportionate share of items impacting the equity investee's AOCI.

We eliminate from our financial results all significant intercompany transactions, including the intercompany portion of transactions with equity method investees.

Coca-Cola Enterprises Inc.

On October 2, 2010, we completed our acquisition of CCE's former North America business and relinquished our indirect ownership interest in CCE's European operations. As a result of this transaction, the Company does not own any interest in New CCE. Refer to Note 2 for additional information related to this transaction.

We accounted for our investment in CCE under the equity method of accounting until our acquisition of CCE's former North America business was completed on October 2, 2010. Therefore, our consolidated net income for the year ended December 31, 2010, included equity income from CCE during the first nine months of 2010. The Company owned 33 percent of the outstanding common stock of CCE immediately prior to the acquisition. The following table provides summarized financial information for CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Net operating revenues	$	16,464
Cost of goods sold	10,028
Gross profit	$	6,436
Operating income (loss)	$	1,369
Net income (loss)	$	677

The following table provides a summary of our significant transactions with CCE for the nine months ended October 1, 2010 (in millions):

	Nine Months Ended
	October 1, 2010
Concentrate, syrup and finished product sales to CCE	$	4,737
Syrup and finished product purchases from CCE	263
CCE purchases of sweeteners through our Company	251
Marketing payments made by us directly to CCE	314
Marketing payments made to third parties on behalf of CCE	106
Local media and marketing program reimbursements from CCE	268
Payments made to CCE for dispensing equipment repair services	64
Other payments — net	19

Syrup and finished product purchases from CCE represent purchases of fountain syrup in certain territories that have been resold by our Company to major customers and purchases of bottle and can products. Marketing payments made by us directly to CCE represent support of certain marketing activities and our participation with CCE in cooperative advertising and other marketing activities to promote the sale of Company trademark products within CCE territories. These programs were agreed to on an annual basis. Marketing payments made to third parties on behalf of CCE represent support of certain marketing activities and programs to promote the sale of Company trademark products within CCE's territories in conjunction with certain of CCE's customers. Pursuant to cooperative advertising and trade agreements with CCE, we received funds from CCE for local media and marketing program reimbursements. Payments made to CCE for dispensing equipment repair services represent reimbursement to CCE for its costs of parts and labor for repairs on cooler, dispensing or post-mix equipment owned by us or our customers. The other payments — net line in the table above represents payments made to and received from CCE that are individually insignificant.

Our Company had previously entered into programs with CCE designed to help develop cold-drink infrastructure. Under these programs, we paid CCE for a portion of the cost of developing the infrastructure necessary to support accelerated placements of cold-drink equipment. These payments supported a common objective of increased sales of Company Trademark Beverages from increased availability and consumption in the cold-drink channel.

Preexisting Relationships

The Company evaluated all of our preexisting relationships with CCE prior to the close of the transaction. Based on these evaluations, the Company recognized charges of $265 million in 2010 related to preexisting relationships with CCE. These charges were primarily related to the write-off of our investment in cold-drink infrastructure programs with CCE as our investment in these programs did not meet the criteria to be recognized as an asset subsequent to the acquisition. These charges were included in the line item other income (loss) — net in our consolidated statements of income and impacted the Corporate operating segment. Refer to Note 17.

Other Equity Method Investments

The Company's other equity method investments include our ownership interests in Coca-Cola Hellenic, Coca-Cola FEMSA and Coca-Cola Amatil. As of December 31, 2012, we owned approximately 23 percent, 29 percent and 29 percent, respectively, of these companies' common shares. As of December 31, 2012, our investment in our equity method investees in the aggregate exceeded our proportionate share of the net assets of these equity method investees by $2,241 million. This difference is not amortized.

A summary of financial information for our equity method investees in the aggregate, other than CCE, is as follows (in millions):

Year Ended December 31,	2012		2011		2010
Net operating revenues	$	47,087	$	42,472	$	38,663
Cost of goods sold	28,821		26,271		23,053
Gross profit	$	18,266	$	16,201	$	15,610
Operating income	$	4,605	$	4,181	$	4,134
Consolidated net income	$	2,993	$	2,237	$	2,659
Less: Net income attributable to noncontrolling interests	89		99		89
Net income attributable to common shareowners	$	2,904	$	2,138	$	2,570

December 31,	2012		2011
Current assets	$	16,054	$	13,960
Noncurrent assets	32,687		27,152
Total assets	$	48,741	$	41,112
Current liabilities	$	12,004	$	10,545
Noncurrent liabilities	12,272		11,646
Total liabilities	$	24,276	$	22,191
Equity attributable to shareowners of investees	$	23,827	$	18,392
Equity attributable to noncontrolling interests	638		529
Total equity	$	24,465	$	18,921
Company equity investment	$	9,216	$	7,233

Net sales to equity method investees other than CCE, the majority of which are located outside the United States, were $7.1 billion, $6.9 billion and $6.2 billion in 2012, 2011 and 2010, respectively. Total payments, primarily marketing, made to equity method investees other than CCE were $1,587 million, $1,147 million and $1,034 million in 2012, 2011 and 2010, respectively. In addition, purchases of finished products from equity method investees other than CCE were $392 million, $430 million and $205 million in 2012, 2011 and 2010, respectively.

If valued at the December 31, 2012, quoted closing prices of shares actively traded on stock markets, the value of our equity method investments in publicly traded bottlers would have exceeded our carrying value by $10.4 billion.

Net Receivables and Dividends from Equity Method Investees

Total net receivables due from equity method investees were $1,162 million and $1,042 million as of December 31, 2012 and 2011, respectively. The total amount of dividends received from equity method investees was $393 million, $421 million and $354 million for the years ended December 31, 2012, 2011 and 2010, respectively. Dividends received included a $35 million and $60 million special dividend from Coca-Cola Hellenic during 2012 and 2011, respectively. We classified the receipt of these cash dividends in cash flows from operating activities because our cumulative equity in earnings from Coca-Cola Hellenic exceeded the cumulative distributions received; therefore, the dividends were deemed to be a return on our investment and not a return of our investment.

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INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2012

INTANGIBLE ASSETS [Abstract]

Intangible Assets Disclosure [Text Block]

INTANGIBLE ASSETS

Indefinite-Lived Intangible Assets

The following table summarizes information related to indefinite-lived intangible assets (in millions):

December 31,	2012		2011
Trademarks	$	6,527	$	6,430
Bottlers' franchise rights1	7,405		7,770
Goodwill	12,255		12,219
Other	111		113
Indefinite-lived intangible assets2	$	26,298	$	26,532

¹  The decrease in 2012 was primarily related to the Company's consolidated Philippine and Brazilian bottling operations being transferred to assets held for sale as of December 31, 2012. This decrease was partially offset by the acquisition of the Sacramento bottler in 2012 and the finalization of purchase accounting related to our 2011 acquisition of Great Plains. Refer to Note 2 for additional information related to each of these transactions.

²  The distribution rights acquired from DPS are the only significant indefinite-lived intangible assets subject to renewal or extension arrangements. Refer to Note 2.

The following table provides information related to the carrying value of our goodwill by operating segment (in millions):

	Eurasia & Africa			Europe			Latin America			North America			Pacific		Bottling Investments			Total
2011
Balance as of January 1	$	44		$	695		$	166		$	9,861		$	112	$	787		$	11,665
Effect of foreign currency translation	(6		)	15			(3		)	—			2		11			19
Acquisitions1	—			—			—			195			—		—			195
Adjustments related to the finalization    of purchase accounting1	—			—			—			304			—		5			309
Divestitures, deconsolidations and other1	—			—			—			155			—		(124		)	31
Balance as of December 31	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
2012
Balance as of January 1	$	38		$	710		$	163		$	10,515		$	114	$	679		$	12,219
Effect of foreign currency translation	(1		)	(19		)	5			—			6		(4		)	(13		)
Acquisitions1	—			—			—			100			—		157			257
Adjustments related to the finalization    of purchase accounting1	—			—			—			(38		)	—		—			(38		)
Divestitures, deconsolidations and other2	—			—			—			—			—		(170		)	(170		)
Balance as of December 31	$	37		$	691		$	168		$	10,577		$	120	$	662		$	12,255

¹ Refer to Note 2 for information related to the Company's acquisitions and divestitures.

² Relates to the transfer of goodwill associated with the Company's consolidated Philippine and Brazilian bottling operations to assets held for sale as of December 31, 2012. Refer to Note 2 for additional information related to this transaction.

Definite-Lived Intangible Assets

The following table summarizes information related to definite-lived intangible assets (in millions):

	December 31, 2012							December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	$	622	$	(166	)	$	456	$	619	$	(126	)	$	493
Bottlers' franchise rights	730		(221		)	509		668		(119		)	549
Trademarks	65		(43		)	22		99		(70		)	29
Other	129		(77		)	52		196		(130		)	66
Total	$	1,546	$	(507	)	$	1,039	$	1,582	$	(445	)	$	1,137

Total amortization expense for intangible assets subject to amortization was $173 million, $192 million and $102 million in 2012, 2011 and 2010, respectively. Based on the carrying value of definite-lived intangible assets as of December 31, 2012, we estimate our amortization expense for the next five years will be as follows (in millions):

	Amortization Expense
2013	$	161
2014	153
2015	148
2016	142
2017	90

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INVESTMENTS (Details 7) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Cost Method Investments [Abstract]
Cost method investments, carrying value	$ 145	$ 155
Cost method investments, other-than-temporary decline in fair value	$ 16	$ 0

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INCOME TAXES (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Deferred tax assets:
Property, plant and equipment	$ 89	$ 224
Trademarks and other intangible assets, deferred tax asset	77	68
Equity method investments (including foreign currency translation adjustment), deferred tax asset	209	278
Derivative financial instrument, deferred tax asset	116	43
Other liabilities, deferred tax asset	1,178	1,257
Benefit plans, deferred tax asset	1,808	2,022
Net operating/capital loss carryforwards, deferred tax asset	782	818
Other, deferred tax asset	320	418
Gross deferred tax assets	4,579	5,128
Valuation allowances	(487)	(859)
Total deferred tax assets	4,092	4,269
Deferred tax liabilities:
Property, plant and equipment	(2,204)	(2,039)
Trademarks and other intangible assets, deferred tax liabilities	(4,133)	(4,201)
Equity method investments (including foreign currency translation adjustment), deferred tax liability	(712)	(816)
Derivative financial instruments, deferred tax liabilities	(140)	(129)
Other liabilities, deferred tax liability	(144)	(129)
Benefit plans, deferred tax liability	(495)	(445)
Other, deferred tax liability	(929)	(753)
Total deferred tax liabilities	(8,757)	(8,512)
Net deferred tax liabilities	(4,665)	(4,243)
Noncurrent deferred tax assets recorded in other assets	403	243
Current deferred tax assets recorded in prepaid expenses and other assets	244	227
Current deferred tax liabilities recorded in accounts payable and accrued expenses	331	19
Net deferred tax liabilities located in countries outside the United States	(70)	491
Loss carryforwards	6,494
Loss carryforwards expiring within next five years	279
Schedule of income tax
Favorable impact of tax incentive grants	168	193	145
Effective Income Tax Rate Reconciiliation Preexisting Relationship Charges			37.00%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate	35.00%	35.00%	35.00%
Coca-Cola Enterprises Inc.'s ("CCE") North American business
Schedule of income tax
Charge related to preexisting relationships		1	265
Coca Cola Enterprises Inc [Member]
Schedule of income tax
Gain related to remeasurement of our equity investment in CCE to fair value			4,978
Tax benefit related to remeasurement of equity investment to fair value upon acquisition of business			(34)
Coca Cola Enterprises Inc [Member] | Corporate
Schedule of income tax
Gain related to remeasurement of our equity investment in CCE to fair value			4,978
Charge related to preexisting relationships			$ 265

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HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Fair Value, Derivatives Designated and Not Designated as Hedges
Maximum length of time over which future cash flow exposures are hedged (in years)	3 years
Notional value, derivatives designated and qualifying, foreign currency cash flow hedges	$ 4,715	$ 5,158
Notional value, derivatives designated and qualifying, commodity cash flow hedges	17	26
Notional value, derivatives designated and qualifying, fair value hedges	6,700	5,700
Notional value, derivatives designated and qualifying, hedges of net investments in foreign operations	1,718	1,681
Notional value, derivative instruments not designated and (or) not qualifying, economic hedges	3,865	3,629
Notional value, derivative instruments not designated and (or) not qualifying, commodity price risk hedges	1,084	1,165
Notional Amount of Interest Rate Cash Flow Hedge Derivatives	1,764
Derivatives Designated as Hedging Instruments, Assets, at Fair Value	491	418
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	139	88
Derivatives Designated as Hedging Instruments, Liabilities, at Fair Value	62	42
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	71	164
Anticipated gains (losses) cash flows hedges, estimated reclassification to earnings	41
Increase in the carrying value of long-term debt, in relation to interest rate fair value hedge adjustment	273
Available-for-Sale Securities
Fair Value, Derivatives Designated and Not Designated as Hedges
Notional Amount of Fair Value Hedge Instruments	850
Foreign currency contracts | Prepaid expenses and other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Assets, at Fair Value	149	170
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	19	29
Foreign currency contracts | Other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	42	0
Foreign currency contracts | Accounts payable and accrued expenses
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Liabilities, at Fair Value	55	41
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	24	116
Foreign currency contracts | Other liabilities
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	1	0
Interest rate contracts | Prepaid expenses and other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Assets, at Fair Value	7	0
Interest rate contracts | Other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Assets, at Fair Value	335	246
Interest rate contracts | Other liabilities
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Liabilities, at Fair Value	6	0
Commodity contracts | Prepaid expenses and other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Assets, at Fair Value	0	2
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	72	54
Commodity contracts | Accounts payable and accrued expenses
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivatives Designated as Hedging Instruments, Liabilities, at Fair Value	1	1
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	43	47
Commodity contracts | Other liabilities
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	1	0
Other Derivative Instruments | Prepaid expenses and other assets
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value	6	5
Other Derivative Instruments | Accounts payable and accrued expenses
Fair Value, Derivatives Designated and Not Designated as Hedges
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value	$ 2	$ 1

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INVESTMENTS (Details 6) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012
Investments Disclosure [Abstract]
Available-for-sale securities, within 1 year, cost	$ 1,003
Available-for-sale securities, within 1 year, fair value	1,001
Available-for-sale securities, after 1 years through 5 years, cost	1,590
Available-for-sale securities, after 1 years through 5 years, fair value	1,598
Available-for-sale securities, after 5 years through 10 years, cost	270
Available-for-sale securities, after 5 years through 10 years, fair value	299
Available-for-sale securities, after 10 years, cost	306
Available-for-sale securities, after 10 years, fair value	307
Held-to-maturity securities, within 1 year, amortized cost	0
Held-to-maturity securities, within 1 year, fair value	0
Held-to-maturity securities, after 1 year through 5 years, amortized cost	0
Held-to-maturity securities, after 1 year through 5 years, fair value	0
Held-to-maturity securities, after 5 years through 10 years, amortized cost	0
Held-to-maturity securities, after 5 years through 10 years, fair value	0
Held-to-maturity securities, after 10 years, amortized cost	0
Held-to-maturity securities, after 10 years, fair value	$ 0

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PRODUCTIVITY, INTEGRATION AND RESTRUCTURING INITIATIVES (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Restructuring Reserve
Costs incurred		$ 633	$ 478
Productivity and Reinvestment [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	270
Restructuring Reserve
Costs incurred	270
Payments	(230)
Noncash and exchange	(14)
Accrued Balance, Ending Balance	26
Productivity Initiatives
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	498
Restructuring Reserve
Accrued Balance, Beginning Balance	60	74	31
Costs incurred	(10)	156	190
Payments	(34)	(142)	(145)
Noncash and exchange	(5)	(28)	(2)
Accrued Balance, Ending Balance	11	60	74
Integration of acquired German bottling and distribution operations [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	440
Number of German bottling and distribution operations for which integration initiatives began in 2008	18
Restructuring Reserve
Accrued Balance, Beginning Balance	30
Costs incurred	148	67	94
Accrued Balance, Ending Balance	96	30
Other Restructuring Initiatives
Restructuring Reserve
Costs incurred	15	52	59
Integration of CCEs North American Operations [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Related Cost, Cost Incurred to Date	487
Restructuring Reserve
Accrued Balance, Beginning Balance	91	69
Costs incurred	(6)	358	135
Payments	(80)	(339)	(68)
Noncash and exchange	(2)	3	2
Accrued Balance, Ending Balance	3	91	69
Severance pay and benefits | Productivity and Reinvestment [Member]
Restructuring Reserve
Costs incurred	21
Payments	(8)
Noncash and exchange	(1)
Accrued Balance, Ending Balance	12
Severance pay and benefits | Productivity Initiatives
Restructuring Reserve
Accrued Balance, Beginning Balance	48	59	18
Costs incurred	(8)	59	71
Payments	(29)	(50)	(30)
Noncash and exchange	(2)	(20)	0
Accrued Balance, Ending Balance	9	48	59
Severance pay and benefits | Integration of CCEs North American Operations [Member]
Restructuring Reserve
Accrued Balance, Beginning Balance	48	48
Costs incurred	(6)	40	45
Payments	(41)	(40)	(1)
Noncash and exchange	0	0	4
Accrued Balance, Ending Balance	1	48	48
Outside services | Productivity and Reinvestment [Member]
Restructuring Reserve
Costs incurred	61
Payments	(55)
Noncash and exchange	0
Accrued Balance, Ending Balance	6
Outside services | Productivity Initiatives
Restructuring Reserve
Accrued Balance, Beginning Balance	3	6	9
Costs incurred	0	17	58
Payments	(2)	(21)	(61)
Noncash and exchange	0	1	0
Accrued Balance, Ending Balance	1	3	6
Outside services | Integration of CCEs North American Operations [Member]
Restructuring Reserve
Accrued Balance, Beginning Balance	11	9
Costs incurred	0	91	42
Payments	(13)	(89)	(33)
Noncash and exchange	2	0	0
Accrued Balance, Ending Balance	0	11	9
Other direct costs | Productivity and Reinvestment [Member]
Restructuring Reserve
Costs incurred	188
Payments	(167)
Noncash and exchange	(13)
Accrued Balance, Ending Balance	8
Other direct costs | Productivity Initiatives
Restructuring Reserve
Accrued Balance, Beginning Balance	9	9	4
Costs incurred	(2)	80	61
Payments	(3)	(71)	(54)
Noncash and exchange	(3)	(9)	(2)
Accrued Balance, Ending Balance	1	9	9
Other direct costs | Integration of CCEs North American Operations [Member]
Restructuring Reserve
Accrued Balance, Beginning Balance	32	12
Costs incurred	0	227	48
Payments	(26)	(210)	(34)
Noncash and exchange	(4)	3	(2)
Accrued Balance, Ending Balance	$ 2	$ 32	$ 12

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HEDGING TRANSACTIONS AND DERIVATIVE FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Dec. 31, 2012

Hedging Transactions and Derivative Financial Instruments Disclosures [Abstract]

Derivative instruments, fair value, designated as hedging instruments

The following table presents the fair values of the Company's derivative instruments that were designated and qualified as part of a hedging relationship (in millions):

		Fair Value1,2
Derivatives Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	149	$	170
Commodity contracts	Prepaid expenses and other assets	—		2
Interest rate contracts	Prepaid expenses and other assets	7		—
Interest rate contracts	Other assets	335		246
Total assets		$	491	$	418
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	55	$	41
Commodity contracts	Accounts payable and accrued expenses	1		1
Interest rate contracts	Other liabilities	6		—
Total liabilities		$	62	$	42

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

Derivative instruments, fair value, not designated as hedging instruments

The following table presents the fair values of the Company's derivative instruments that were not designated as hedging instruments (in millions):

		Fair Value1,2
Derivatives Not Designated as Hedging Instruments	Balance Sheet Location1	December 31, 2012		December 31, 2011
Assets:
Foreign currency contracts	Prepaid expenses and other assets	$	19	$	29
Foreign currency contracts	Other assets	42		—
Commodity contracts	Prepaid expenses and other assets	72		54
Other derivative instruments	Prepaid expenses and other assets	6		5
Total assets		$	139	$	88
Liabilities:
Foreign currency contracts	Accounts payable and accrued expenses	$	24	$	116
Foreign currency contracts	Other liabilities	1		—
Commodity contracts	Accounts payable and accrued expenses	43		47
Commodity contracts	Other liabilities	1		—
Other derivative instruments	Accounts payable and accrued expenses	2		1
Total liabilities		$	71	$	164

¹  All of the Company's derivative instruments are carried at fair value in our consolidated balance sheets after considering the impact of legally enforceable master netting agreements and cash collateral held or placed with the same counterparties, as applicable. Current disclosure requirements mandate that derivatives must also be disclosed without reflecting the impact of master netting agreements and cash collateral. Refer to Note 16 for the net presentation of the Company's derivative instruments.

²  Refer to Note 16 for additional information related to the estimated fair value.

Derivative instruments, pretax impact that changes in the fair value of the derivatives designated as hedges had on AOCI and earnings

The following table presents the pretax impact that changes in the fair values of derivatives designated as cash flow hedges had on AOCI and earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in Other Comprehensive Income ("OCI")			Location of Gain (Loss) Recognized in Income1	Gain (Loss) Reclassified from AOCI into Income (Effective Portion)			Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Foreign currency contracts	$	59		Net operating revenues	$	(46	)	$	2
Foreign currency contracts	34			Cost of goods sold	(23		)	—
Interest rate contracts	1			Interest expense	(12		)	—			2
Commodity contracts	(4		)	Cost of goods sold	(1		)	—
Total	$	90			$	(82	)	$	2
2011
Foreign currency contracts	$	3		Net operating revenues	$	(231	)	$	—		2
Interest rate contracts	(11		)	Interest expense	(12		)	(1		)
Commodity contracts	(1		)	Cost of goods sold	—			—
Total	$	(9	)		$	(243	)	$	(1	)
2010
Foreign currency contracts	$	(307	)	Net operating revenues	$	(2	)	$	(2	)
Interest rate contracts	—			Interest expense	(15		)	—
Commodity contracts	1			Cost of goods sold	—			—
Total	$	(306	)		$	(17	)	$	(2	)

¹  The Company records gains and losses reclassified from AOCI in income for the effective portion and ineffective portion, if any, to the same line items in our consolidated statements of income.

²  Includes a de minimis amount of ineffectiveness in the hedging relationship.

Derivative instruments, fair value hedges, gain (loss) recognized in income

The following table summarizes the pretax impact that changes in the fair values of derivatives designated as fair value hedges had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

Hedging Instruments and Hedged Items	Location of Gain (Loss) Recognized in Income	Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
2012
Interest rate contracts	Interest expense	$	89
Fixed-rate debt	Interest expense	(42		)
Net impact to interest expense		$	47
Foreign currency contracts	Other income (loss) — net	$	42
Available-for-sale securities	Other income (loss) — net	(46		)
Net impact to other income (loss) — net		$	(4	)
Net impact of fair value hedging instruments		$	43
2011
Interest rate contracts	Interest expense	$	343
Fixed-rate debt	Interest expense	(333		)
Net impact to interest expense		$	10
2010
Interest rate contracts	Interest expense	$	(97	)
Fixed-rate debt	Interest expense	102
Net impact to interest expense		$	5

Derivative instruments,fair value of net investment hedges, gain (loss) recognized in AOCI

The following table presents the pretax impact that changes in the fair values of derivatives designated as net investment hedges had on AOCI during the years ended December 31, 2012, 2011 and 2010 (in millions):

	Gain (Loss) Recognized in OCI
Year Ended December 31,	2012			2011			2010
Foreign currency contracts	$	(61	)	$	(3	)	$	(15	)

Derivative instruments, not designated as hedging instruments, gain (loss) in earnings

The following table presents the pretax impact that changes in the fair values of derivatives not designated as hedging instruments had on earnings during the years ended December 31, 2012, 2011 and 2010 (in millions):

		Gains (Losses)
Derivatives Not Designated as Hedging Instruments	Location of Gains (Losses) Recognized in Income	Year Ended December 31,
		2012			2011			2010
Foreign currency contracts	Net operating revenues	$	(7	)	$	7		$	(15	)
Foreign currency contracts	Other income (loss) — net	24			(37		)	(46		)
Foreign currency contracts	Cost of goods sold	—			(12		)	(9		)
Commodity contracts	Net operating revenues	4			—			—
Commodity contracts	Cost of goods sold	(110		)	(42		)	40
Commodity contracts	Selling, general and administrative expenses	9			(11		)	—
Interest rate swaps	Interest expense	—			—			(5		)
Interest rate locks	Interest expense	—			—			(104		)
Other derivative instruments	Selling, general and administrative expenses	18			8			21
Total		$	(62	)	$	(87	)	$	(118	)

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (Allowance for doubtful accounts, USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Allowance for doubtful accounts
Activity in the allowance for doubtful accounts
Balance, beginning of year	$ 83	$ 48	$ 55
Net charges to costs and expenses	5	56	21
Write-offs	(19)	(12)	(18)
Other	(16)	(9)	(10)
Balance, end of year	$ 53	$ 83	$ 48

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PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

12 Months Ended

Dec. 31, 2012

Pension and Other Postretirement Benefit Plans [Abstract]

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS

Our Company sponsors and/or contributes to pension and postretirement health care and life insurance benefit plans covering substantially all U.S. employees. We also sponsor nonqualified, unfunded defined benefit pension plans for certain associates. In addition, our Company and its subsidiaries have various pension plans and other forms of postretirement arrangements outside the United States.

Effective January 1, 2012, the Company elected to change our accounting methodology for determining the market-related value of assets for our U.S. qualified defined benefit pension plans. This change in accounting methodology has been applied retrospectively, and we have adjusted all applicable prior period financial information presented herein as required. Refer to Note 1 for further information related to this change and the impact it had on our consolidated financial statements.

As part of the Company's acquisition of CCE's former North America business during the fourth quarter of 2010, we assumed certain liabilities related to pension and other postretirement benefit plans. Refer to Note 2 for additional information related to this acquisition. These liabilities relate to various pension, retiree medical and defined contribution plans (referred to herein as the "assumed plans"). The assumed plans include participation in multi-employer pension plans in the United States. See discussion of multi-employer plans below.

We refer to the funded defined benefit pension plan in the United States that is not associated with collective bargaining organizations as the "primary U.S. plan." As of December 31, 2012, the primary U.S. plan represented 59 percent and 64 percent of the Company's consolidated projected benefit obligation and pension assets, respectively.

Obligations and Funded Status

The following table sets forth the changes in benefit obligations and the fair value of plan assets for our benefit plans (in millions):

	Pension Benefits						Other Benefits
	2012			2011			2012			2011
Benefit obligation at beginning of year1	$	8,255		$	7,292		$	953		$	889
Service cost	291			249			34			32
Interest cost	388			391			43			45
Foreign currency exchange rate changes	(7		)	30			3			2
Amendments	(3		)	(57		)	(2		)	(12		)
Actuarial loss (gain)	1,259			773			115			45
Benefits paid2	(420		)	(440		)	(53		)	(63		)
Settlements	(35		)	(24		)	—			—
Curtailments	6			—			—			—
Special termination benefits	1			8			—			3
Other3	(42		)	33			11			12
Benefit obligation at end of year1	$	9,693		$	8,255		$	1,104		$	953
Fair value of plan assets at beginning of year	$	6,171		$	5,497		$	185		$	187
Actual return on plan assets	822			73			16			(4		)
Employer contributions	1,056			1,001			—			—
Foreign currency exchange rate changes	(17		)	(1		)	—			—
Benefits paid	(366		)	(374		)	(2		)	(1		)
Settlements	(34		)	(27		)	—			—
Other3	(48		)	2			3			3
Fair value of plan assets at end of year	$	7,584		$	6,171		$	202		$	185
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

¹  For pension benefit plans, the benefit obligation is the projected benefit obligation. For other benefit plans, the benefit obligation is the accumulated postretirement benefit obligation. The accumulated benefit obligation for our pension plans was $9,345 million and $7,958 million as of December 31, 2012 and 2011, respectively.

²  Benefits paid to pension plan participants during 2012 and 2011 included $54 million and $66 million, respectively, in payments related to unfunded pension plans that were paid from Company assets. Benefits paid to participants of other benefit plans during 2012 and 2011 included $51 million and $62 million, respectively, that were paid from Company assets.

³  In 2012, primarily relates to the transfer of assets and liabilities associated with the Company's consolidated Philippine bottling operations to assets held for sale and liabilities held for sale as of December 31, 2012. Refer to Note 2 for additional information.

Pension and other benefit amounts recognized in our consolidated balance sheets are as follows (in millions):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
Noncurrent asset	$	395		$	468		$	—		$	—
Current liability	(73		)	(68		)	(21		)	(21		)
Long-term liability	(2,431		)	(2,484		)	(881		)	(747		)
Net liability recognized	$	(2,109	)	$	(2,084	)	$	(902	)	$	(768	)

Effective January 1, 2010, the Company's existing primary U.S. plan was transitioned from a traditional final average pay formula to a cash balance formula. In general, employees may receive credits based on age, service, pay and interest under the new method. The pension plan acquired by the Company in connection with our acquisition of CCE's former North America business transitioned to a cash balance formula in 2011.

Certain of our pension plans have projected benefit obligations in excess of the fair value of plan assets. For these plans, the projected benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Projected benefit obligation	$	9,161	$	7,591
Fair value of plan assets	6,659		5,048

Certain of our pension plans have accumulated benefit obligations in excess of the fair value of plan assets. For these plans, the accumulated benefit obligations and the fair value of plan assets were as follows (in millions):

December 31,	2012		2011
Accumulated benefit obligation	$	8,736	$	7,277
Fair value of plan assets	6,546		4,998

Pension Plan Assets

The following table presents total assets for our U.S. and non-U.S. pension plans (in millions):

	U.S. Plans				Non-U.S. Plans
December 31,	2012		2011		2012		2011
Cash and cash equivalents	$	299	$	104	$	87	$	123
Equity securities:
U.S.-based companies	1,844		1,362		37		33
International-based companies	324		630		640		323
Fixed-income securities:
Government bonds	399		358		163		415
Corporate bonds and debt securities	856		669		126		49
Mutual, pooled and commingled funds1	1,057		323		453		406
Hedge funds/limited partnerships	496		458		29		31
Real estate	248		256		9		14
Other	26		114		491		503
Total pension plan assets2	$	5,549	$	4,274	$	2,035	$	1,897

¹  Mutual, pooled and commingled funds include investments in equity securities, fixed-income securities and combinations of both. There are a significant number of mutual, pooled and commingled funds from which investors can choose. The selection of the type of fund is dictated by the specific investment objectives and needs of a given plan. These objectives and needs vary greatly between plans.

²  Fair value disclosures related to our pension assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

Investment Strategy for U.S. Pension Plans

The Company utilizes the services of investment managers to actively manage the pension assets of our U.S. plans. We have established asset allocation targets and investment guidelines with each investment manager. Our asset allocation targets promote optimal expected return and volatility characteristics given the long-term time horizon for fulfilling the obligations of the plan. Selection of the targeted asset allocation for U.S. plan assets was based upon a review of the expected return and risk characteristics of each asset class, as well as the correlation of returns among asset classes. During 2012, the Company revised asset allocation targets and restructured the investment manager composition to further diversify investment risk and reduce volatility while maintaining long-term return objectives. Our revised target allocation is a mix of approximately 42 percent equity investments, 30 percent fixed-income investments and 28 percent alternative investments. As of December 31, 2012, the transition to the new asset allocation targets was not complete, but we anticipate this transition being completed during the first quarter of 2013. We believe this target allocation will enable us to achieve the following long-term investment objectives:

(1) optimize the long-term return on plan assets at an acceptable level of risk;

(2) maintain a broad diversification across asset classes and among investment managers;

(3) maintain careful control of the risk level within each asset class; and

(4) focus on a long-term return objective.

The guidelines that have been established with each investment manager provide parameters within which the investment managers agree to operate, including criteria that determine eligible and ineligible securities, diversification requirements and credit quality standards, where applicable. Unless exceptions have been approved, investment managers are prohibited from buying or selling commodities, futures or option contracts, as well as from short selling of securities. Additionally, investment managers agree to obtain written approval for deviations from stated investment style or guidelines. As of December 31, 2012, no investment manager was responsible for more than 10 percent of total U.S. plan assets.

Our target allocation of 42 percent equity investments is composed of approximately 60 percent in global equities, 16 percent in emerging market equities and 24 percent in domestic small- and mid-cap equities. Optimal returns through our investments in global equities are achieved through security selection as well as country and sector diversification. Investments in the common stock of our Company accounted for approximately 5 percent of our global equities allocation and approximately 2 percent of total U.S. plan assets. Our investments in global equities are intended to provide diversified exposure to both U.S. and non-U.S. equity markets. Our investments in both emerging market equities and domestic small- and mid-cap equities are expected to experience larger swings in their market value on a periodic basis. Our investments in these asset classes are selected based on capital appreciation potential.

Our target allocation of 30 percent fixed-income investments is composed of 33 percent long-duration bonds and 67 percent with multi-strategy alternative credit managers. Long-duration bonds provide a stable rate of return through investments in high-quality publicly traded debt securities. Our investments in long-duration bonds are diversified in order to mitigate duration and credit exposure. Multi-strategy alternative credit managers invest in a combination of high-yield bonds, bank loans, structured credit and emerging market debt. These investments are in lower-rated and non-rated debt securities, which generally produce higher returns compared to long-duration bonds and also help to diversify our overall fixed-income portfolio.

In addition to investments in equity securities and fixed-income investments, we have a target allocation of 28 percent in alternative investments. These alternative investments include hedge funds, reinsurance, private equity limited partnerships, leveraged buyout funds, international venture capital partnerships and real estate. The objective of investing in alternative investments is to provide a higher rate of return than that available from publicly traded equity securities. These investments are inherently illiquid and require a long-term perspective in evaluating investment performance.

Investment Strategy for Non-U.S. Pension Plans

As of December 31, 2012, the long-term target allocation for 45 percent of our international subsidiaries' plan assets, primarily certain of our European plans, is 56 percent equity securities and 44 percent fixed-income securities. The actual allocation for the remaining 55 percent of the Company's international subsidiaries' plan assets consisted of 38 percent mutual, pooled and commingled funds; 16 percent equity securities; 15 percent fixed-income securities; and 31 percent other investments. The investment strategies of our international subsidiaries differ greatly, and in some instances are influenced by local law. None of our pension plans outside the United States is individually significant for separate disclosure.

Other Postretirement Benefit Plan Assets

Plan assets associated with other benefits primarily represent funding of the U.S. postretirement benefit plan through a U.S. Voluntary Employee Beneficiary Association ("VEBA"), a tax-qualified trust. The VEBA assets remain segregated from the primary U.S. pension master trust and are primarily invested in liquid assets due to the level of expected future benefit payments.

The following table presents total assets for our other postretirement benefit plans (in millions):

December 31,	2012		2011
Cash and cash equivalents	$	13	$	86
Equity securities:
U.S.-based companies	81		70
International-based companies	4		13
Fixed-income securities:
Government bonds	78		2
Corporate bonds and debt securities	5		6
Mutual, pooled and commingled funds	16		3
Hedge funds/limited partnerships	3		2
Real estate	2		2
Other	—		1
Total other postretirement benefit plan assets1	$	202	$	185

¹  Fair value disclosures related to our other postretirement benefit plan assets are included in Note 16. Fair value disclosures include, but are not limited to, the levels within the fair value hierarchy on which the fair value measurements in their entirety fall; a reconciliation of the beginning and ending balances of Level 3 assets; and information about the valuation techniques and inputs used to measure the fair value of our pension and other postretirement assets.

Components of Net Periodic Benefit Cost

Net periodic benefit cost for our pension and other postretirement benefit plans consisted of the following (in millions):

	Pension Benefits									Other Benefits
Year Ended December 31,	2012			2011			2010			2012			2011			2010
				As Adjusted
Service cost	$	291		$	249		$	143		$	34		$	32		$	24
Interest cost	388			391			260			43			45			30
Expected return on plan assets	(573		)	(508		)	(285		)	(8		)	(8		)	(8		)
Amortization of prior service cost (credit)	(2		)	5			5			(52		)	(61		)	(61		)
Amortization of actuarial loss	137			82			83			6			2			3
Net periodic benefit cost (credit)	$	241		$	219		$	206		$	23		$	10		$	(12	)
Settlement charge	3			3			6			—			—			—
Curtailment charge	6			—			—			—			—			—
Special termination benefits1	1			8			—			—			3			1
Total cost (credit) recognized in the statements of income	$	251		$	230		$	212		$	23		$	13		$	(11	)

¹  The special termination benefits primarily relate to the Company's productivity, restructuring and integration initiatives. Refer to Note 18 for additional information related to our productivity, restructuring and integration initiatives.

The following table sets forth the changes in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Beginning balance in AOCI	$	(2,169	)	$	(1,101	)	$	(34	)	$	72
Recognized prior service cost (credit)	(2		)	5			(52		)	(61		)
Recognized net actuarial loss (gain)	140			85			6			2
Prior service credit (cost) arising in current year	3			57			2			12
Net actuarial (loss) gain arising in current year	(1,009		)	(1,208		)	(107		)	(57		)
Foreign currency translation gain (loss)	5			(7		)	(1		)	(2		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

The following table sets forth amounts in AOCI for our benefit plans (in millions, pretax):

	Pension Benefits						Other Benefits
December 31,	2012			2011			2012			2011
				As Adjusted
Prior service credit (cost)	$	16		$	14		$	23		$	73
Net actuarial loss	(3,048		)	(2,183		)	(209		)	(107		)
Ending balance in AOCI	$	(3,032	)	$	(2,169	)	$	(186	)	$	(34	)

Amounts in AOCI expected to be recognized as components of net periodic pension cost in 2013 are as follows (in millions, pretax):

	Pension Benefits			Other Benefits
Amortization of prior service cost (credit)	$	(3	)	$	(10	)
Amortization of actuarial loss	238			11
	$	235		$	1

Assumptions

Certain weighted-average assumptions used in computing the benefit obligations are as follows:

	Pension Benefits				Other Benefits
December 31,	2012		2011		2012		2011
Discount rate	4.00	%	4.75	%	4.00	%	4.75	%
Rate of increase in compensation levels	3.50	%	3.25	%	N/A		N/A

Certain weighted-average assumptions used in computing net periodic benefit cost are as follows:

	Pension Benefits						Other Benefits
December 31,	2012		2011		2010		2012		2011		2010
Discount rate	4.75	%	5.50	%	5.75	%	4.75	%	5.25	%	5.50	%
Rate of increase in compensation levels	3.25	%	4.00	%	3.75	%	N/A		N/A		N/A
Expected long-term rate of return on plan assets	8.25	%	8.25	%	8.00	%	4.75	%	4.75	%	4.75	%

The expected long-term rate of return assumption for U.S. pension plan assets is based upon the target asset allocation and is determined using forward-looking assumptions in the context of historical returns and volatilities for each asset class, as well as correlations among asset classes. We evaluate the rate of return assumption on an annual basis. The expected long-term rate of return assumption used in computing 2012 net periodic pension cost for the U.S. plans was 8.5 percent. As of December 31, 2012, the 10-year annualized return on plan assets in the primary U.S. plan was 8.4 percent, the 15-year annualized return was 6.1 percent, and the annualized return since inception was 11.0 percent.

The assumed health care cost trend rates are as follows:

December 31,	2012		2011
Health care cost trend rate assumed for next year	8.00	%	8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	5.00	%	5.00	%
Year that the rate reaches the ultimate trend rate	2019		2018

The Company's U.S. postretirement benefit plans are primarily defined dollar benefit plans that limit the effects of medical inflation because the plans have established dollar limits for determining our contributions. As a result, the effect of a 1 percentage point change in the assumed health care cost trend rate would not be significant to the Company.

The discount rate assumptions used to account for pension and other postretirement benefit plans reflect the rates at which the benefit obligations could be effectively settled. Rates for each of our U.S. plans at December 31, 2012, were determined using a cash flow matching technique whereby the rates of a yield curve, developed from high-quality debt securities, were applied to the benefit obligations to determine the appropriate discount rate. For our non-U.S. plans, we base the discount rate on comparable indices within each of the countries. The rate of compensation increase assumption is determined by the Company based upon annual reviews. We review external data and our own historical trends for health care costs to determine the health care cost trend rate assumptions.

Cash Flows

Our estimated future benefit payments for funded and unfunded plans are as follows (in millions):

Year Ended December 31,	2013		2014		2015		2016		2017		2018-2022
Pension benefit payments	$	452	$	473	$	493	$	510	$	542	$	2,929
Other benefit payments1	58		61		64		65		66		352
Total estimated benefit payments	$	510	$	534	$	557	$	575	$	608	$	3,281

¹  The expected benefit payments for our other postretirement benefit plans are net of estimated federal subsidies expected to be received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003. Federal subsidies are estimated to be approximately $18 million for the period 2013–2017, and $22 million for the period 2018–2022.

On March 23, 2010, the Patient Protection and Affordable Care Act (HR 3590) (the "Act") was signed into law. As a result of this legislation, entities are no longer eligible to receive a tax deduction for the portion of prescription drug expenses reimbursed under the Medicare Part D subsidy. This change resulted in a reduction of our deferred tax assets and a corresponding charge to income tax expense of $14 million during the first quarter of 2010.

The Company anticipates making pension contributions in 2013 of approximately $640 million, of which approximately $359 million will be allocated to our primary U.S. plan. The majority of these contributions are discretionary.

Defined Contribution Plans

Our Company sponsors qualified defined contribution plans covering substantially all U.S. employees. Under the largest U.S. defined contribution plan, we match participants' contributions up to a maximum of 3.5 percent of compensation, subject to certain limitations. Company costs related to the U.S. plans were $93 million, $78 million and $44 million in 2012, 2011 and 2010, respectively. We also sponsor defined contribution plans in certain locations outside the United States. Company costs associated with those plans were $29 million, $31 million and $35 million in 2012, 2011 and 2010, respectively.

Multi-Employer Plans

As a result of our acquisition of CCE's former North America business during the fourth quarter of 2010, the Company now participates in various multi-employer pension plans in the United States. Multi-employer pension plans are designed to cover employees from multiple employers and are typically established under collective bargaining agreements. These plans allow multiple employers to pool their pension resources and realize efficiencies associated with the daily administration of the plan.

Multi-employer plans are generally governed by a board of trustees composed of management and labor representatives and are funded through employer contributions.

The Company's expense for U.S. multi-employer pension plans totaled $31 million and $69 million in 2012 and 2011, respectively. In 2011, the Company's expense for U.S. multi-employer pension plans included charges of $32 million related to the withdrawal from certain of these plans in connection with the Company's integration initiatives in North America. Refer to Note 18 for additional information related to these initiatives. The plans we currently participate in have contractual arrangements that extend into 2017. If, in the future, we choose to withdraw from any of the multi-employer pension plans in which we currently participate, we would need to record the appropriate withdrawal liabilities at that time.

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PRODUCTIVITY, INTEGRATION AND RESTRUCTURING INITIATIVES

12 Months Ended

Dec. 31, 2012

Restructuring and Related Activities [Abstract]

Productivity, Integration and Restructuring Initiatives Disclosure [Text Block]

PRODUCTIVITY, INTEGRATION AND RESTRUCTURING INITIATIVES

Productivity and Reinvestment

In February 2012, the Company announced a four-year productivity and reinvestment program which will further enable our efforts to strengthen our brands and reinvest our resources to drive long-term profitable growth. This program will be focused on the following initiatives: global supply chain optimization; global marketing and innovation effectiveness; operating expense leverage and operational excellence; data and information technology systems standardization; and further integration of CCE's former North America business.

The Company incurred total pretax expenses of $270 million related to this program during the year endedDecember 31, 2012. These expenses were recorded in the line item other operating charges in our consolidated statement of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, communication, administration and implementation of these initiatives; accelerated depreciation on certain fixed assets; contract termination fees; and relocation costs.

The following table summarizes the balance of accrued expenses related to these productivity and reinvestment initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2012
Costs incurred	$	21		$	61		$	188		$	270
Payments	(8		)	(55		)	(167		)	(230		)
Noncash and exchange	(1		)	—			(13		)	(14		)
Accrued balance as of December 31	$	12		$	6		$	8		$	26

Productivity Initiatives

During 2008, the Company announced a transformation effort centered on productivity initiatives to provide additional flexibility to invest for growth. The initiatives impacted a number of areas, including aggressively managing operating expenses supported by lean techniques; redesigning key processes to drive standardization and effectiveness; better leveraging our size and scale; and driving savings in indirect costs through the implementation of a "procure-to-pay" program.

In 2011, we completed this program. The Company has incurred total pretax expenses of $498 million related to these productivity initiatives since they commenced in the first quarter of 2008. These expenses were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, communication, administration and implementation of these initiatives and accelerated depreciation on certain fixed assets.

The following table summarizes the balance of accrued expenses related to productivity initiatives and the changes in the accrued amounts (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Accrued balance as of January 1	$	18		$	9		$	4		$	31
Costs incurred	71			58			61			190
Payments	(30		)	(61		)	(54		)	(145		)
Noncash and exchange	—			—			(2		)	(2		)
Accrued balance as of December 31	$	59		$	6		$	9		$	74
2011
Costs incurred	$	59		$	17		$	80		$	156
Payments	(50		)	(21		)	(71		)	(142		)
Noncash and exchange	(20		)	1			(9		)	(28		)
Accrued balance as of December 31	$	48		$	3		$	9		$	60
2012
Costs incurred	$	(8	)	$	—		$	(2	)	$	(10	)
Payments	(29		)	(2		)	(3		)	(34		)
Noncash and exchange	(2		)	—			(3		)	(5		)
Accrued balance as of December 31	$	9		$	1		$	1		$	11

Integration Initiatives

Integration of CCE's former North America Business

In 2010, we acquired CCE's former North America business and began an integration initiative to develop, design and implement our future operating framework. Upon completion of the CCE transaction, we combined the management of the acquired North America business with the management of our existing foodservice business; Minute Maid and Odwalla juice businesses; North America supply chain operations; and Company-owned bottling operations in Philadelphia, Pennsylvania, into a unified bottling and customer service organization called Coca-Cola Refreshments, or CCR. In addition, we reshaped our remaining CCNA operations into an organization that primarily provides franchise leadership and consumer marketing and innovation for the North American market. As a result of the transaction and related reorganization, our North American businesses operate as aligned and agile organizations with distinct capabilities, responsibilities and strengths.

In 2011, we completed this program. The Company has incurred total pretax expenses of $487 million related to this initiative since the plan commenced in the fourth quarter of 2010. These expenses were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments. Outside services reported in the table below primarily relate to expenses in connection with legal, outplacement and consulting activities. Other direct costs reported in the table below include, among other items, internal and external costs associated with the development, design and implementation of our future operating framework; contract termination fees; and relocation costs.

The following table summarizes the balance of accrued expenses related to these integration initiatives and the changes in the accrued amounts since the commencement of the plan (in millions):

	Severance Pay and Benefits			Outside Services			Other Direct Costs			Total
2010
Costs incurred	$	45		$	42		$	48		$	135
Payments	(1		)	(33		)	(34		)	(68		)
Noncash and exchange	4			—			(2		)	2
Accrued balance as of December 31	$	48		$	9		$	12		$	69
2011
Costs incurred	$	40		$	91		$	227		$	358
Payments	(40		)	(89		)	(210		)	(339		)
Noncash and exchange	—			—			3			3
Accrued balance as of December 31	$	48		$	11		$	32		$	91
2012
Costs incurred	$	(6	)	$	—		$	—		$	(6	)
Payments	(41		)	(13		)	(26		)	(80		)
Noncash and exchange	—			2			(4		)	(2		)
Accrued balance as of December 31	$	1		$	—		$	2		$	3

Integration of Our German Bottling and Distribution Operations

In 2008, the Company began an integration initiative related to the 18 German bottling and distribution operations acquired in 2007. The Company incurred $148 million, $67 million and $94 million of expenses related to this initiative in 2012, 2011 and 2010, respectively, and has incurred total pretax expenses of $440 million related to this initiative since it commenced. These expenses were recorded in the line item other operating charges in our consolidated statements of income and impacted the Bottling Investments operating segment. The expenses recorded in connection with these integration activities have been primarily due to involuntary terminations. The Company had $96 million and $30 million accrued related to these integration costs as of December 31, 2012 and 2011, respectively.

The Company is currently reviewing other integration and restructuring opportunities within the German bottling and distribution operations, which if implemented will result in additional charges in future periods. However, as of December 31, 2012, the Company had not finalized any additional plans.

Restructuring Initiatives

The Company incurred charges of $15 million, $52 million and $59 million related to other restructuring initiatives during 2012, 2011 and 2010, respectively. These other restructuring initiatives were outside the scope of the productivity, integration and streamlining initiatives discussed above and were related to individually insignificant activities throughout many of our business units. These charges were recorded in the line item other operating charges in our consolidated statements of income. Refer to Note 19 for the impact these charges had on our operating segments.

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NET CHANGE IN OPERATING ASSETS AND LIABILITIES (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Net change in operating assets and liabilities
(Increase) decrease in trade accounts receivable	$ (33)	$ (562)	$ (41)
(Increase) decrease in inventories	(286)	(447)	182
(Increase) decrease in prepaid expenses and other assets	(29)	(350)	(148)
Increase (decrease) in accounts payable and accrued expenses	(556)	63	656
Increase (decrease) in accrued taxes	770	(132)	(266)
Increase (decrease) in other liabilities	(946)	(465)	(13)
Net change in operating assets and liabilities	$ (1,080)	$ (1,893)	$ 370

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BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended	12 Months Ended
	Sep. 28, 2012	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Jul. 27, 2012	Jun. 29, 2012
Summary of Significant Accounting Policies [Abstract]
Number of brands owned or licensed and marketed by reporting entity		500
Number, of the top five brands in the world, of owned and marketed nonalcoholic sparkling beverage brands		4
Number of countries where finished beverage products bearing our trademarks are sold		200
Beverage servings consumed per day, number		57,000,000,000
Beverage servings consumed per day which bears trademarks owned by or licensed by the entity, number		1,800,000,000
Period of marketing agreement with customers, low end of the range (in years)		4 years
Period of marketing agreement with customers, high end of the range (in years)		10 years
Amortization expense for infrastructure programs		$ 86,000,000	$ 90,000,000	$ 137,000,000
Aggregate deductions for expenses including amortization expense, incurred in relation to infrastructure programs		6,100,000,000	5,800,000,000	5,000,000,000
Advertising costs included in selling, general and administrative expenses		3,300,000,000	3,300,000,000	2,900,000,000
Advertising and production costs recorded in prepaid expenses and other assets		295,000,000	349,000,000
Shipping and handling costs included in selling, general and administrative expenses		2,800,000,000	2,400,000,000
Stock option award excluded from computation of diluted net income per share (in millions of shares)		34,000,000	32,000,000	77,000,000
Investments classified as cash equivalents, maximum maturity period (in months)		3
Investments classified as short term investments maturity period, low end of the range (in months)		3
Investments classified as short term investments maturity period, high end of the range (in years)		1
Stockholders' Equity Note, Stock Split, Conversion Ratio	2
Property, Plant and Equipment
Cumulative Effect on Retained Earnings, Net of Tax				59,000,000
Depreciation expense		1,704,000,000	1,654,000,000	1,188,000,000
Amortization for leasehold improvements		19,000,000	18,000,000	16,000,000
Common Stock, Shares Authorized		11,200,000,000	11,200,000,000		11,200,000,000	5,600,000,000
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Income from Continuing Operations		$ 4,000,000	$ 19,000,000	$ (36,000,000)
Goodwill, Trademarks and Other Intangible Assets
Finite Lived Intangible Assets, Minimum Useful Life		1 year
Finite Lived Intangible Assets, Maximum Useful Life		20 years
Percentage of indefinite-lived intangible assets, other than goodwill, for which a qualitative assessment was performed		10.00%
Percentage of goodwill for which a qualitative assessment was performed		10.00%
Buildings and improvements
Property, Plant and Equipment
Property, Plant and Equipment, Useful Life, Maximum		40 years
Machinery equipment and vehicle fleet
Property, Plant and Equipment
Property, Plant and Equipment, Useful Life, Maximum		20 years
Stock Options
Property, Plant and Equipment
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		4 years

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STOCK COMPENSATION PLANS (Tables)

12 Months Ended

Dec. 31, 2012

STOCK COMPENSATION PLANS [Abstract]

Weighted-average fair value of options granted and the weighted-average assumptions used in the Black Scholes Merton option pricing model for such grants

The weighted-average fair value of options granted during the past three years and the weighted-average assumptions used in the Black-Scholes-Merton option-pricing model for such grants were as follows:

	2012			2011			2010
				As Adjusted
Fair value of options at grant date	$	3.80		$	4.64		$	4.70
Dividend yield1	2.7		%	2.7		%	2.9		%
Expected volatility2	18.0		%	19.0		%	20.0		%
Risk-free interest rate3	1.0		%	2.3		%	3.0		%
Expected term of the option4	5 years			5 years			6 years

¹  The dividend yield is the calculated yield on the Company's stock at the time of the grant.

²  Expected volatility is based on implied volatilities from traded options on the Company's stock, historical volatility of the Company's stock and other factors.

³  The risk-free interest rate for the period matching the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant.

⁴  The expected term of the option represents the period of time that options granted are expected to be outstanding and is derived by analyzing historic exercise behavior.

Stock option activity for all stock option plans

Stock option activity for all stock option plans for the year ended December 31, 2012, was as follows:

	Shares (In millions)		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life	Aggregate Intrinsic Value (In millions)
Outstanding on January 1, 2012 — As Adjusted	323		$	25.62
Granted	53		34.40
Exercised	(61	)	24.43
Forfeited/expired	(6	)	30.01
Outstanding on December 31, 20121	309		$	27.27	5.82 years	$	2,777
Expected to vest at December 31, 2012	305		$	27.20	5.79 years	$	2,765
Exercisable on December 31, 2012	194		$	24.92	4.41 years	$	2,200

¹  Includes 4 million stock option replacement awards in connection with our acquisition of CCE's former North America business in 2010. These options had a weighted-average exercise price of $18.32, and generally vest over 3 years and expire 10 years from the original date of grant.

Summary of information about performance share units based on the Target Award amounts in the performance share unit agreements

The following table summarizes information about performance share units based on the target award amounts in the performance share unit agreements:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value
Outstanding on January 1, 2012 — As Adjusted	11,366		$	25.41
Granted	7,034		29.95
Paid in cash equivalent	(16	)	27.30
Canceled/forfeited	(800	)	27.71
Outstanding on December 31, 20121	17,584		$	28.01

¹  The outstanding performance share units as of December 31, 2012, at the threshold award and maximum award levels were 8.8 million and 26.4 million, respectively.

Summary of conversion of performance share units to restricted stock and restricted stock units

The following table summarizes information about the conversions of performance share units to restricted stock and restricted stock units:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value1
Nonvested on January 1, 2012 — As Adjusted2	4,444		$	26.53
Vested and released	(4,302	)	26.53
Canceled/forfeited	(44	)	26.54
Nonvested on December 31, 20122	98		$	26.54

¹  The weighted-average grant-date fair value is based on the fair values of the performance share units granted.

²  The nonvested shares as of January 1, 2012, and December 31, 2012, are presented at the performance share units certified award amount.

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CONSOLIDATED BALANCE SHEET (Parentheticals) (USD $) In Millions, except Per Share data, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Allowance for doubtful accounts	$ 53	$ 83
Common stock, par value (in dollars per share)	$ 0.25	$ 0.25
Common Stock, Shares Authorized	11,200	11,200
Common stock, shares issued	7,040	7,040
Treasury stock, shares	2,571	2,514

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FAIR VALUE MEASUREMENTS (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Assets and liabilities measured at fair value on a recurring basis
Trading securities	$ 266	$ 211
Level 1
Assets and liabilities measured at fair value on a recurring basis
Trading securities	146	166
Available-for-sale securities	1,390	1,071
Derivatives	47	39
Total assets	1,583	1,276
Derivatives	35	5
Total liabilities	35	5
Level 2
Assets and liabilities measured at fair value on a recurring basis
Trading securities	116	41
Available-for-sale securities	3,068	214
Derivatives	583	467
Total assets	3,767	722
Derivatives	98	201
Total liabilities	98	201
Level 3
Assets and liabilities measured at fair value on a recurring basis
Trading securities	4	4
Available-for-sale securities	135	116
Derivatives	0	0
Total assets	139	120
Derivatives	0	0
Total liabilities	0	0
Netting Adjustment
Assets and liabilities measured at fair value on a recurring basis
Trading securities	0	0
Available-for-sale securities	0	0
Derivatives	(116)	(117)
Total assets	(116)	(117)
Derivatives	(121)	(121)
Total liabilities	(121)	(121)
Fair Value Measurements
Assets and liabilities measured at fair value on a recurring basis
Trading securities	266	211
Available-for-sale securities	4,593	1,401
Derivatives	514	389
Total assets	5,373	2,001
Derivatives	12	85
Total liabilities	$ 12	$ 85

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ACQUISITIONS AND DIVESTITURES

12 Months Ended

Dec. 31, 2012

Acquisitions and Divestitures Disclosure [Abstract] [

ACQUISITIONS AND DIVESTITURES

ACQUISITIONS AND DIVESTITURES

Acquisitions

During 2012, cash payments related to the Company's acquisition and investment activities totaled $1,535 million. These payments were primarily related to the following: our investments in the existing beverage business of Aujan Industries Company J.S.C. ("Aujan"), one of the largest independent beverage companies in the Middle East; our investment in Mikuni Coca-Cola Bottling Co., Ltd. ("Mikuni"), a bottling partner located in Japan; our acquisition of Sacramento Coca-Cola Bottling Co., Inc. ("Sacramento bottler"); and our acquisition of bottling operations in Vietnam, Cambodia and Guatemala. The Company's investment in Mikuni is being accounted for under the equity method of accounting.

The Company's investments in Aujan include an ownership interest of 50 percent in the Aujan entity that holds the rights to Aujan-owned brands in certain territories and an ownership interest of 49 percent in Aujan's bottling and distribution operations in certain territories. The Company completed the transaction for $980 million in total value, of which $820 million was paid in cash by the Company and the remainder was composed of the Company's proportionate share of underlying debt in the acquired entities. The Company's investments in Aujan are being accounted for under the equity method of accounting.

During 2011, cash payments related to the Company's acquisition and investment activities totaled $977 million. These payments were primarily related to the acquisitions of Great Plains Coca-Cola Bottling Company ("Great Plains") and Honest Tea, Inc. ("Honest Tea"), and an additional investment in Coca-Cola Central Japan Company ("Central Japan"). In addition, the Company's acquisition and investment activities during 2011 included immaterial cash payments for the finalization of working capital adjustments related to our acquisition of CCE's former North America business. Refer to our discussion of this transaction below.

The Company acquired Great Plains on December 30, 2011. The total purchase price for the Great Plains acquisition was approximately $360 million, of which $321 million was paid at closing. The purchase price was primarily allocated to property, plant and equipment, identifiable intangible assets and goodwill. The Company finalized our purchase accounting for Great Plains during the fourth quarter of 2012.

During 2011, the Company also acquired the remaining ownership interest of Honest Tea not already owned by the Company. Prior to the Company acquiring the remaining ownership interest of Honest Tea, we accounted for our investment under the equity method of accounting. We remeasured our equity interest in Honest Tea to fair value upon the close of the transaction. The resulting gain on the remeasurement was not significant to our consolidated financial statements. The Company finalized our purchase accounting for Honest Tea during the fourth quarter of 2011.

In December 2011, the Company acquired an additional minority interest in Central Japan. As a result, the Company began to account for our investment in Central Japan under the equity method of accounting beginning in December 2011.

During 2010, cash payments related to the Company's acquisition and investment activities totaled $2,511 million. These payments were primarily related to the Company's acquisition of CCE's former North America business and the acquisition of certain distribution rights from Dr Pepper Snapple Group, Inc. ("DPS"). See the relevant sections below for further discussion of these transactions.

In addition to the transactions listed in the preceding paragraph, our acquisition and investment activities during 2010 also included the acquisition of OAO Nidan Juices ("Nidan"), a Russian juice company, and an additional investment in Fresh Trading Ltd. ("innocent"). Total consideration for the Nidan acquisition was approximately $276 million, which was primarily allocated to property, plant and equipment, identifiable intangible assets and goodwill. The Company finalized our purchase accounting for Nidan in the third quarter of 2011. Under the terms of the agreement for our additional investment in innocent, we have a series of outstanding put and call options with the existing shareowners of innocent for the Company to potentially acquire the remaining shares not already owned by the Company. The put and call options are exercisable in stages between 2013 and 2014. The Company anticipates acquiring the majority of the remaining outstanding shares in the second quarter of 2013. Currently, innocent's founders maintain operational control of the business, and we account for our investment under the equity method of accounting.

Acquisition of Coca-Cola Enterprises Inc.'s Former North America Business

Pursuant to the terms of the business separation and merger agreement entered into on February 25, 2010, as amended (the "merger agreement"), on October 2, 2010 (the "acquisition date"), we acquired CCE's former North America business. We believe this acquisition will result in an evolved franchise system that will enable us to better serve the unique needs of the North American market. The creation of a unified operating system will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. Refer to Note 18 for information related to the Company's integration initiatives associated with this acquisition.

Under the terms of the merger agreement, the Company acquired the 67 percent of CCE's former North America business that was not already owned by the Company for consideration that included: (1) the Company's 33 percent indirect ownership interest in CCE's European operations; (2) cash consideration; and (3) replacement awards issued to certain current and former employees of CCE's corporate operations and former North America business. At closing, CCE shareowners other than the Company exchanged their CCE common stock for common stock in a new entity, which was renamed Coca-Cola Enterprises, Inc. (which is referred to herein as "New CCE") and which continues to hold the European operations held by CCE prior to the acquisition. At closing, New CCE became 100 percent owned by shareowners that held shares of common stock of CCE immediately prior to the closing, other than the Company. As a result of this transaction, the Company does not own any interest in New CCE.

As of October 1, 2010, our Company owned 33 percent of the outstanding common stock of CCE. Based on the closing price of CCE's common stock on the last day of trading prior to the acquisition date, the fair value of our investment in CCE was $5,373 million, which reflected the fair value of our ownership in both CCE's European operations and former North America business. We remeasured our equity interest in CCE to fair value upon the close of the transaction. As a result, we recognized a gain of $4,978 million, which was classified in the line item other income (loss) — net in our consolidated statement of income. The gain included a $137 million reclassification adjustment related to foreign currency translation gains recognized upon the disposal of our indirect investment in CCE's European operations. The Company relinquished its indirect ownership interest in CCE's European operations to New CCE as part of the consideration to acquire the 67 percent of CCE's former North America business that was not already owned by the Company.

Although the CCE transaction was structured to be primarily cashless, under the terms of the merger agreement, we agreed to assume $8.9 billion of CCE debt. In the event the actual CCE debt on the acquisition date was less than the agreed amount, we agreed to make a cash payment to New CCE for the difference. As of the acquisition date, the debt assumed by the Company was $7.9 billion. The total cash consideration paid to New CCE as part of the transaction was $1.4 billion, which included $1.0 billion related to the debt shortfall. In addition, the cash consideration paid to New CCE included amounts related to working capital adjustments which were finalized in 2011.

Under the terms of the merger agreement, the Company replaced share-based payment awards for certain current and former employees of CCE's corporate operations and former North America business. The following table provides a list of all replacement awards and the estimated fair value of those awards issued in conjunction with our acquisition of CCE's former North America business (in millions):

	Number of Shares, Options and Units Issued	Fair Value
	As Adjusted
Performance share units	3.3	$	192
Stock options	9.6	109
Restricted share units	1.6	50
Restricted stock	0.4	12
Total	14.9	$	363

The portion of the fair value of the replacement awards related to services provided prior to the business combination was included in the total purchase price. The portion of the fair value associated with future service is recognized as expense over the future service period, which varies by award. The Company determined that $237 million ($154 million net of tax) of the replacement awards was related to services rendered prior to the business combination.

Each CCE performance share unit ("PSU") replaced by the Company was converted at 100 percent of target into an adjusted PSU of The Coca-Cola Company, determined by multiplying the number of shares of each PSU by an exchange ratio (the "closing exchange ratio") equal to the closing price of a share of CCE common stock on the last day of trading prior to the acquisition date divided by the closing price of the Company's common stock on the same day. At the time we issued these replacement PSUs, they were subject to the same vesting conditions and other terms applicable to the CCE PSUs immediately prior to the closing date. However, in the fourth quarter of 2010, the Company modified primarily all of these PSUs to eliminate the remaining holding period, which resulted in $74 million of accelerated expense. Refer to Note 12 for additional information.

Each CCE stock option replaced by the Company was converted into an adjusted stock option of The Coca-Cola Company to acquire a number of shares of Coca-Cola common stock, determined by multiplying the number of shares of CCE common stock subject to the CCE stock option by the closing exchange ratio. The exercise price per share of the replacement awards was equal to the per share exercise price of the CCE stock option divided by the closing exchange ratio. All of the replacement stock options are subject to the same vesting conditions and other terms applicable to the CCE stock options immediately prior to the closing date. Refer to Note 12 for additional information.

Each CCE restricted share unit ("RSU") replaced by the Company was converted into an adjusted RSU of The Coca-Cola Company, determined by multiplying the number of shares of each RSU by the closing exchange ratio. All of the replacement RSUs are subject to the same vesting conditions and other terms applicable to the CCE RSUs immediately prior to the closing date. Refer to Note 12 for additional information.

Each share of CCE restricted stock replaced by the Company was converted into an adjusted share of restricted stock of The Coca-Cola Company, determined by multiplying the number of shares of CCE restricted stock by the closing exchange ratio. All of the replacement shares of restricted stock are subject to the same vesting conditions and other terms applicable to the CCE shares of restricted stock immediately prior to the closing date. Refer to Note 12 for additional information.

The following table reconciles the total purchase price of the Company's acquisition of CCE's former North America business, including adjustments recorded as part of the Company's purchase accounting (in millions):

	October 2, 2010
Fair value of our equity investment in CCE1	$	5,373
Cash consideration2	1,368
Fair value of share-based payment awards3	154
Total purchase price	$	6,895

¹  Represents the fair value of our 33 percent ownership interest in the outstanding common stock of CCE based on the closing price of CCE's common stock on the last day the New York Stock Exchange was open prior to the acquisition date. The fair value reflects our indirect ownership interest in both CCE's European operations and former North America business.

²  Primarily related to the debt shortfall and working capital adjustments.

³  Represents the portion of the total fair value of the replacement awards associated with services rendered prior to the business combination, net of tax.

The following table presents the final allocation of the purchase price by major class of assets and liabilities (in millions) as of the acquisition date, as well as adjustments made during 2011 (referred to as "measurement period adjustments"):

	Amounts Recognized as of Acquisition Date1			Measurement Period Adjustments2			Amounts Recognized as of Acquisition Date (as Adjusted)
Cash and cash equivalents	$	49		$	—		$	49
Marketable securities	7			—			7
Trade accounts receivable3	1,194			—			1,194
Inventories	696			—			696
Other current assets4	744			(5		)	739
Property, plant and equipment4	5,385			(682		)	4,703
Bottlers' franchise rights with indefinite lives4,5	5,100			100			5,200
Other intangible assets4,6	1,032			45			1,077
Other noncurrent assets	261			—			261
Total identifiable assets acquired	$	14,468		$	(542	)	$	13,926
Accounts payable and accrued expenses4	1,826			8			1,834
Loans and notes payable7	266			—			266
Long-term debt7	9,345			—			9,345
Pension and other postretirement liabilities8	1,313			—			1,313
Other noncurrent liabilities4,9	2,603			(293		)	2,310
Total liabilities assumed	$	15,353		$	(285	)	$	15,068
Net liabilities assumed	(885		)	(257		)	(1,142		)
Goodwill4,10	7,746			304			8,050
	$	6,861		$	47		$	6,908
Less: Noncontrolling interests	13			—			13
Net assets acquired	$	6,848		$	47		$	6,895

¹  As previously reported in the Notes to Consolidated Financial Statements included in our annual report on Form 10-K for the year ended December 31, 2010.

²  The measurement period adjustments did not have a significant impact on our consolidated statements of income for the years ended December 31, 2011, and December 31, 2010. Therefore, we did not retrospectively adjust the comparative 2010 financial information.

³  The gross amount due under receivables we acquired was $1,226 million, of which $32 million was expected to be uncollectible.

⁴  The measurement period adjustments were due to the finalization of appraisals related to intangible assets and certain fixed assets and resulted in the following: a decrease to property, plant and equipment; an increase to franchise rights; and a decrease to noncurrent deferred tax liabilities. The net impact of the measurement period adjustments and the payments made to New CCE that related to the finalization of working capital adjustments resulted in a net increase to goodwill.

⁵  Represents reacquired franchise rights that had previously provided CCE with exclusive and perpetual rights to manufacture and/or distribute certain beverages in specified territories. These rights have been determined to have indefinite lives and are not amortized.

⁶  Other intangible assets primarily relate to franchise rights that had previously provided CCE with exclusive rights to manufacture and/or distribute certain beverages in specified territories for a finite period of time, and therefore have been classified as definite-lived intangible assets. The estimated fair value of franchise rights with definite lives was $650 million as of the acquisition date. These franchise rights will be amortized over a weighted-average life of approximately eight years, which is equal to the weighted-average remaining contractual term of the franchise rights. Other intangible assets also include $380 million of customer relationships, which will be amortized over approximately 20 years.

⁷  Refer to Note 10 for additional information.

⁸  The assumed pension and other postretirement liabilities consisted of benefit obligations of $3,544 million and plan assets of $2,231 million. Refer to Note 13 for additional information related to pension and other postretirement plans assumed from CCE.

⁹  Primarily relates to deferred tax liabilities recorded on franchise rights. Refer to Note 14.

¹⁰  The goodwill recognized as part of this acquisition has been assigned to the North America operating segment, of which $170 million is tax deductible. The goodwill recognized in conjunction with our acquisition of CCE's former North America business is primarily related to synergistic value created from having a unified operating system that will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

In a concurrent transaction, we agreed to sell all of our ownership interests in Coca-Cola Drikker AS ("Norwegian bottling operation") and Coca-Cola Drycker Sverige AB ("Swedish bottling operation") to New CCE at fair value. The divestiture of our Norwegian and Swedish bottling operations also closed on October 2, 2010. See further discussion of this divestiture below. In addition, we granted New CCE the right to negotiate the acquisition of our majority interest in our German bottling operation, Coca-Cola Erfrischungsgetränke AG ("CCEAG"), 18 to 39 months after the date of the merger agreement, at the then current fair value and subject to terms and conditions as mutually agreed.

The Company has incurred $84 million of transaction costs in connection with our acquisition of CCE's former North America business and the sale of our ownership interests in our Norwegian and Swedish bottling operations to New CCE since the transaction commenced. These costs were included in the line item other operating charges in our consolidated statements of income. Refer to Note 17 for additional information. In addition, the Company recorded charges of $265 million related to preexisting relationships during 2010. These charges were primarily related to the write-off of our investment in infrastructure programs with CCE. Our investment in these infrastructure programs with CCE did not meet the criteria to be recognized as an asset subsequent to the acquisition. In 2011, the Company recorded an additional charge of $1 million associated with these preexisting relationships. These charges were included in the line item other income (loss) — net in our consolidated statements of income. Refer to Note 6 for additional information.

CCE's former North America business contributed net revenues of approximately $3,637 million and net losses of approximately $122 million from October 2, 2010 through December 31, 2010. The following table presents unaudited consolidated pro forma information as if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred on January 1, 2010 (in millions):

	Unaudited
Year Ended December 31,	2010
Net operating revenues1	$	43,106
Net income attributable to shareowners of The Coca-Cola Company2,3	6,839

¹  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net operating revenues of approximately $433 million in 2010.

²  The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net income attributable to shareowners of The Coca-Cola Company of approximately $387 million in 2010.

³  The 2010 pro forma information has been adjusted to exclude the gain related to the remeasurement of our equity interest in CCE to fair value upon the close of the transaction, the gain on the sale of our Norwegian and Swedish bottling operations, transaction costs and charges related to preexisting relationships in order to present the pro forma information as if the transactions had occurred prior to January 1, 2010.

The unaudited pro forma financial information presented above does not purport to represent what the actual results of our operations would have been if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred prior to January 1, 2010, nor is it indicative of the future operating results of The Coca-Cola Company. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, including, but not limited to, anticipated cost savings from operating synergies.

The unaudited pro forma financial information presented in the table above has been adjusted to give effect to adjustments that are (1) directly related to the business combination; (2) factually supportable; and (3) expected to have a continuing impact. These adjustments include, but are not limited to, the application of our accounting policies; elimination of related party transactions and equity income; and depreciation and amortization related to fair value adjustments to property, plant and equipment and intangible assets.

Dr Pepper Snapple Group, Inc. Agreements

In contemplation of the closing of our acquisition of CCE's former North America business, we reached an agreement with DPS to distribute certain DPS brands in territories where DPS brands had been distributed by CCE prior to the CCE transaction. Under the terms of our agreement with DPS, and concurrently with the closing of the CCE transaction, we entered into license agreements with DPS to distribute Dr Pepper trademark brands in the United States, Canada Dry in the Northeastern United States, and Canada Dry and C' Plus in Canada, and we made a net one-time cash payment of $715 million to DPS. Under the license agreements, the Company agreed to meet certain performance obligations in order to distribute DPS products in retail and foodservice accounts and vending machines. The license agreements have initial terms of 20 years, with automatic 20-year renewal periods unless otherwise terminated under the terms of the agreements. The license agreements replaced agreements between DPS and CCE existing immediately prior to the completion of the CCE transaction. In addition, we entered into an agreement with DPS to include Dr Pepper and Diet Dr Pepper in our Coca-Cola Freestyle fountain dispensers in certain outlets throughout the United States. The Coca-Cola Freestyle agreement has a term of 20 years.

Although these transactions were negotiated concurrently, they are legally separable and have distinct termination provisions and penalties, if applicable. As a result, the Company recorded an asset of $865 million related to the DPS license agreements and recorded deferred revenue of $150 million related to the Freestyle agreement. The DPS license agreements were determined to be indefinite-lived intangible assets and classified in the line item bottlers' franchise rights with indefinite lives in our consolidated balance sheet. The Company reached the conclusion that these distribution rights had an indefinite life based on several key factors, including, but not limited to, (1) our license agreements with DPS shall remain in effect for 20 years and shall automatically renew for additional 20-year successive periods thereafter unless terminated pursuant to the provisions of the agreements; (2) no additional payments shall be due for the renewal periods; (3) we anticipate using the assets indefinitely; (4) there are no known legal, regulatory or contractual provisions that are likely to limit the useful life of these assets; and (5) the classification of these assets as indefinite-lived assets is consistent with similar market transactions. The Company has been amortizing, and will continue to amortize, the deferred revenue related to the Freestyle agreement on a straight-line basis over 20 years, which is the length of the agreement. The amortization is included as a component of the Company's net operating revenues.

Divestitures

During 2012, proceeds from the disposal of bottling companies and other investments totaled $2,189 million. These proceeds resulted from the sale and/or maturity of investments associated with the Company's cash and risk management programs and were not related to the disposal of bottling companies. Refer to Note 3 for additional information.

In 2011, proceeds from the disposal of bottling companies and other investments totaled $562 million, primarily related to the sale of our investment in Coca-Cola Embonor, S.A. ("Embonor"), a bottling partner with operations primarily in Chile, for $394 million. Prior to this transaction, the Company accounted for our investment in Embonor under the equity method of accounting. Refer to Note 17. None of the Company's other divestitures were individually significant.

In 2010, proceeds from the disposal of bottling companies and other investments totaled $972 million, primarily related to the sale of all our ownership interests in our Norwegian and Swedish bottling operations to New CCE for $0.9 billion in cash on October 2, 2010. In addition to the proceeds related to the disposal of our Norwegian and Swedish bottling operations, our Company sold 50 percent of our investment in Leão Junior, S.A. ("Leão Junior"), a Brazilian tea company, for $83 million. Refer to Note 17 for information related to the gain on these divestitures.

Assets and Liabilities Held for Sale

On December 13, 2012, the Company and Coca-Cola FEMSA executed a share purchase agreement for the sale of a majority ownership interest in our consolidated bottling operations in the Philippines ("Philippine bottling operations"). As a result, our Philippine bottling operations met the criteria to be classified as held for sale, and we were required to record their assets and liabilities at the lower of carrying value or fair value less any costs to sell based on the agreed-upon purchase price. Accordingly, we recorded a loss of $108 million, including $1 million of related transaction costs, in the line item other income (loss) — net in our consolidated statement of income. This transaction was completed in January 2013.

On December 17, 2012, the Company entered into an agreement with several parties which will result in the merger of our consolidated bottling operations in Brazil ("Brazilian bottling operations") with an independent bottler in Brazil. Upon completion of the transaction, we will deconsolidate our Brazilian bottling operations in exchange for cash and a minority ownership interest in the newly combined entity. As a result, our Brazilian bottling operations met the criteria to be classified as held for sale. We were not required to record their assets and liabilities at fair value less any costs to sell because their fair value exceeded our carrying value as of December 31, 2012.

The following table presents information related to the major classes of assets and liabilities of the Company's Philippine and Brazilian bottling operations, both of which are included in our Bottling Investments operating segment, as of December 31, 2012 (in millions):

	Philippine Bottling Operations			Brazilian Bottling Operations		Total Bottling Operations Held for Sale
Cash, cash equivalents and short-term investments	$	133		$	45	$	178
Trade accounts receivable, less allowances	108			88		196
Inventories	187			85		272
Prepaid expenses and other assets	223			174		397
Other assets	7			128		135
Property, plant and equipment — net	841			419		1,260
Bottlers' franchise rights with indefinite lives	341			130		471
Goodwill	148			22		170
Other intangible assets	—			1		1
Allowance for reduction of assets held for sale	(107		)	—		(107		)
Total assets	$	1,881		$	1,092	$	2,973
Accounts payable and accrued expenses	$	241		$	157	$	398
Loans and notes payable	—			6		6
Current maturities of long-term debt	—			28		28
Accrued income taxes	(4		)	4		—
Long-term debt	—			147		147
Other liabilities	20			75		95
Deferred income taxes	102			20		122
Total liabilities	$	359		$	437	$	796

We determined that our Philippine and Brazilian bottling operations did not meet the criteria to be classified as discontinued operations, primarily due to the continued significant involvement we anticipate having in these operations following each transaction.

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INVESTMENTS (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Trading Securities
Trading securities, net unrealized gains (losses)	$ 19	$ (5)	$ (3)
Marketable securities	184	138
Other assets	82	73
Trading Securities	$ 266	$ 211

XML

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Details 5) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Apr. 02, 2010	Dec. 31, 2012	Dec. 31, 2011
Defined Benefit Plan Disclosure
Contributions expected to be made in next fiscal year		$ 640
Estimated future benefit payments for funded and unfunded plans
2013		510
2014		534
2015		557
2016		575
2017		608
2018-2022		3,281
Assumed health care cost trend rates
Health care cost trend rate assumed for the next year (as a percent)		8.00%	8.00%
Rate at which the cost trend rate is assumed to decline, the ultimate trend rate (as a percent)		5.00%	5.00%
Year in which the rate reaches the ultimate trend rate		2019	2018
Effect of enactment of Patient Protection and Affordable Care Act (HR 3590) on deferred tax assets	14
Pension benefits
Estimated future benefit payments for funded and unfunded plans
2013		452
2014		473
2015		493
2016		510
2017		542
2018-2022		2,929
Other benefits
Estimated future benefit payments for funded and unfunded plans
2013		58
2014		61
2015		64
2016		65
2017		66
2018-2022		352
Estimated federal subsidies expected to be received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003, for the period 2013-2017		18
Estimated federal subsidies expected to be received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003, for the period 2018-2022		22
Primary US Plan [Member]
Defined Benefit Plan Disclosure
Contributions expected to be made in next fiscal year		$ 359

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EQUITY METHOD INVESTMENTS (Details 2) (USD $)	12 Months Ended			9 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Oct. 01, 2010 Coca-Cola Enterprises Inc.	Dec. 31, 2012 Coca-Cola Hellenic	Dec. 31, 2011 Coca-Cola Hellenic
Schedule of Equity Method Investments [Line Items]
Net sales to equity method investees				$ 4,737,000,000
Total payments, primarily marketing				314,000,000
Purchases of finished products from equity method investees				263,000,000
Excess of quoted market value over carrying value	10,400,000,000
Total net receivables due	1,162,000,000	1,042,000,000
Dividends received	393,000,000	421,000,000	354,000,000
Special dividend included in total dividends					$ 35,000,000	$ 60,000,000

XML

OPERATING SEGMENTS

12 Months Ended

Dec. 31, 2012

Operations, Reportable Information, by Operating Segment

Segment Reporting Disclosure [Text Block]

OPERATING SEGMENTS

As of December 31, 2012, our organizational structure consisted of the following operating segments: Eurasia and Africa; Europe; Latin America; North America; Pacific; Bottling Investments; and Corporate.

Segment Products and Services

The business of our Company is nonalcoholic beverages. Our geographic operating segments (Eurasia and Africa; Europe; Latin America; North America; and Pacific) derive a majority of their revenues from the manufacture and sale of beverage concentrates and syrups and, in some cases, the sale of finished beverages. Our Bottling Investments operating segment is comprised of our Company-owned or consolidated bottling operations, regardless of the geographic location of the bottler, except for bottling operations managed by CCR, which are included in our North America operating segment, and equity income from the majority of our equity method investments. Company-owned or consolidated bottling operations derive the majority of their revenues from the sale of finished beverages. Subsequent to our acquisition of CCE's former North America business on October 2, 2010, our North America operating segment began to derive the majority of its net operating revenues from the sale of finished beverages. Refer to Note 2. Generally, bottling and finished product operations produce higher net revenues but lower gross profit margins compared to concentrate and syrup operations.

The following table sets forth the percentage of total net operating revenues related to concentrate operations and finished product operations:

Year Ended December 31,	2012		2011		2010
Concentrate operations1	38	%	39	%	51	%
Finished product operations2,3	62		61		49
Net operating revenues	100	%	100	%	100	%

¹  Includes concentrates sold by the Company to authorized bottling partners for the manufacture of fountain syrups. The bottlers then typically sell the fountain syrups to wholesalers or directly to fountain retailers.

²  Includes fountain syrups manufactured by the Company, including consolidated bottling operations, and sold to fountain retailers or to authorized fountain wholesalers or bottling partners who resell the fountain syrups to fountain retailers.

³  Includes net operating revenues related to our acquisition of CCE's former North America business for the full year in 2012 and 2011. In 2010, the percentage includes net operating revenues from the date of the CCE acquisition on October 2, 2010.

Method of Determining Segment Income or Loss

Management evaluates the performance of our operating segments separately to individually monitor the different factors affecting financial performance. Our Company manages income taxes and certain treasury-related items, such as interest income and expense, on a global basis within the Corporate operating segment. We evaluate segment performance based on income or loss before income taxes.

Geographic Data

The following table provides information related to our net operating revenues (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	19,732	$	18,699	$	10,629
International	28,285		27,843		24,490
Net operating revenues	$	48,017	$	46,542	$	35,119

The following table provides information related to our property, plant and equipment — net (in millions):

Year Ended December 31,	2012		2011		2010
United States	$	8,509	$	8,043	$	8,251
International	5,967		6,896		6,476
Property, plant and equipment — net	$	14,476	$	14,939	$	14,727

Information about our Company's operations by operating segment for the years ended December 31, 2012, 2011 and 2010, is as follows (in millions):

	Eurasia & Africa			Europe			Latin America		North America			Pacific		Bottling Investments			Corporate			Eliminations			Consolidated
2012
Net operating revenues:
Third party	$	2,818		$	4,481		$	4,560	$	21,665		$	5,559	$	8,807		$	127		$	—		$	48,017
Intersegment	152			642			271		15			476		88			—			(1,644		)	—
Total net revenues	2,970			5,123			4,831		21,680			6,035		8,895			127			(1,644		)	48,017
Operating income (loss)	1,169			2,960			2,879		2,597			2,425		140			(1,391		)	—			10,779
Interest income	—			—			—		—			—		—			471			—			471
Interest expense	—			—			—		—			—		—			397			—			397
Depreciation and amortization	45			100			70		1,083			107		406			171			—			1,982
Equity income (loss) — net	20			45			4		13			2		732			3			—			819
Income (loss) before income taxes	1,192			3,015			2,882		2,624			2,432		904			(1,240		)	—			11,809
Identifiable operating assets1	1,415			2,976		2	2,759		34,114			2,047		9,648		2	22,767			—			75,726
Investments3	1,155			271			539		39			127		8,253			64			—			10,448
Capital expenditures	88			30			88		1,447			70		867			190			—			2,780
2011 — As Adjusted
Net operating revenues:
Third party	$	2,689		$	4,777		$	4,403	$	20,559		$	5,454	$	8,501		$	159		$	—		$	46,542
Intersegment	152			697			287		12			384		90			—			(1,622		)	—
Total net revenues	2,841			5,474			4,690		20,571			5,838		8,591			159			(1,622		)	46,542
Operating income (loss)	1,091			3,090			2,815		2,319			2,151		224			(1,517		)	—			10,173
Interest income	—			—			—		—			—		—			483			—			483
Interest expense	—			—			—		—			—		—			417			—			417
Depreciation and amortization	39			109			63		1,065			106		403			169			—			1,954
Equity income (loss) — net	(3		)	33			20		6			1		646			(13		)	—			690
Income (loss) before income taxes	1,089			3,134			2,832		2,327			2,154		897			(975		)	—			11,458
Identifiable operating assets1	1,245			3,204		2	2,446		33,422			2,085		8,905		2	20,293			—			71,600
Investments3	284			243			475		26			133		7,140			73			—			8,374
Capital expenditures	86			38			105		1,364			92		1,039			196			—			2,920
2010 — As Adjusted
Net operating revenues:
Third party	$	2,426		$	4,424		$	3,880	$	11,140		$	4,941	$	8,216		$	92		$	—		$	35,119
Intersegment	130			825			241		65			330		97			—			(1,688		)	—
Total net revenues	2,556			5,249			4,121		11,205			5,271		8,313			92			(1,688		)	35,119
Operating income (loss)	980			2,976			2,405		1,520			2,048		227			(1,743		)	—			8,413
Interest income	—			—			—		—			—		—			317			—			317
Interest expense	—			—			—		—			—		—			733			—			733
Depreciation and amortization	31			106			54		575			101		430			146			—			1,443
Equity income (loss) — net	18			33			24		(4		)	1		971			(18		)	—			1,025
Income (loss) before income taxes	1,000			3,020			2,426		1,523			2,049		1,205			2,984			—			14,207
Identifiable operating assets1	1,278			2,724		2	2,298		32,793			1,827		8,398		2	16,018			—			65,336
Investments3	291			243			379		57			123		6,426			66			—			7,585
Capital expenditures	59			33			94		711			101		942			275			—			2,215

¹  Principally cash and cash equivalents, short-term investments, marketable securities, trade accounts receivable, inventories, goodwill, trademarks and other intangible assets and property, plant and equipment — net.

²  Property, plant and equipment — net in Germany represented approximately 10 percent of consolidated property, plant and equipment — net in 2012, 10 percent in 2011 and 10 percent in 2010.

³  Principally equity method investments, available-for-sale securities and nonmarketable investments in bottling companies.

In 2012, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $1 million for Europe, $227 million for North America, $3 million for Pacific, $164 million for Bottling Investments and $38 million for Corporate due to charges related to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were increased by $4 million for Europe, $1 million for Pacific and $5 million for Corporate due to the refinement of previously established accruals related to the Company's 2008–2011 productivity initiatives. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were increased by $6 million for North America due to the refinement of previously established accruals related to the Company's integration of CCE's former North America business. Refer to Note 18.

• Operating income (loss) and income (loss) before income taxes were reduced by $21 million for North America due to costs associated with the Company detecting residues of carbendazim, a fungicide that is not registered in the United States for use on citrus products, in orange juice imported from Brazil for distribution in the United States. As a result, the Company began purchasing additional supplies of Florida orange juice at a higher cost than Brazilian orange juice. Refer to Note 17.

• Operating income (loss) and income (loss) before income taxes were reduced by $20 million for North America due to changes in the Company's ready-to-drink tea strategy as a result of our current U.S. license agreement with Nestlé terminating at the end of 2012. Refer to Note 17.

• Equity income (loss) — net and income (loss) before income taxes were increased by $8 million for Bottling Investments due to the Company’s proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by $185 million for Corporate due to the gain the Company recognized as a result of the merger of Andina and Polar. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $108 million for Corporate due to the loss the Company recognized on the pending sale of a majority ownership interest in our Philippine bottling operations to Coca-Cola FEMSA which closed in January 2013. As of December 31, 2012, the assets and liabilities associated with our Philippine bottling operations were classified as held for sale in our consolidated balance sheets. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was increased by $92 million for Corporate due to a gain the Company recognized as a result of Coca-Cola FEMSA issuing additional shares of its own stock during the period at a per share amount greater than the carrying amount of the Company's per share investment. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $82 million for Corporate due to the Company acquiring an ownership interest in Mikuni for which we paid a premium over the publicly traded market price. This premium was expensed on the acquisition date. Subsequent to this transaction, the Company accounts for our investment in Mikuni under the equity method of accounting. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $16 million for Corporate due to other-than-temporary declines in the fair values of certain cost method investments. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $1 million for Eurasia and Africa, $4 million for Europe, $2 million for Latin America and $4 million for Pacific due to changes in the structure of BPW, our 50/50 joint venture with Nestlé in the ready-to-drink tea category. Refer to Note 17.

In 2011, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $12 million for Eurasia and Africa, $25 million for Europe, $4 million for Latin America, $374 million for North America, $4 million for Pacific, $89 million for Bottling Investments and $164 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives as well as costs associated with the merger of Arca and Contal. Refer to Note 18 for additional information on our productivity, integration and restructuring initiatives. Refer to Note 17 for additional information related to the merger of Arca and Contal.

• Operating income (loss) and income (loss) before income taxes were reduced by $82 million for Pacific and $2 million for North America due to charges associated with the earthquake and tsunami that devastated northern and eastern Japan on March 11, 2011. Refer to Note 17.

• Operating income (loss) and income (loss) before income taxes were reduced by $10 million for Corporate due to charges associated with the floods in Thailand that impacted the Company's supply chain operations in the region. Refer to Note 17.

• Equity income (loss) — net and income (loss) before income taxes were reduced by $53 million for Bottling Investments, primarily attributable to the Company's proportionate share of asset impairments and restructuring charges recorded by certain of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by a net $417 million for Corporate, primarily due to the gain the Company recognized as a result of the merger of Arca and Contal. Refer to Note 17.

• Income (loss) before income taxes was increased by a net $122 million for Corporate, primarily due to gains the Company recognized as a result of Coca-Cola FEMSA issuing additional shares of its own stock during the year at per share amounts greater than the carrying value of the Company's per share investment. These gains were partially offset by charges associated with certain of the Company's equity method investments in Japan. Refer to Note 17.

• Income (loss) before income taxes was increased by $102 million for Corporate, primarily due to the gain on the sale of our investment in Embonor, a bottling partner with operations primarily in Chile. Prior to this transaction, the Company accounted for our investment in Embonor under the equity method of accounting. Refer to Note 17.

• Income (loss) before income taxes was reduced by $41 million for Corporate due to the impairment of an investment in an entity accounted for under the equity method of accounting. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $17 million for Corporate due to other-than-temporary impairments of certain available-for-sale securities. Refer to Note 16 and Note 17.

• Income (loss) before income taxes was reduced by $9 million for Corporate due to the net charge we recognized on the repurchase and/or exchange of certain long-term debt assumed in connection with our acquisition of CCE's former North America business as well as the early extinguishment of certain other long-term debt. Refer to Note 10.

• Income (loss) before income taxes was reduced by $5 million for Corporate due to the finalization of working capital adjustments related to the sale of our Norwegian and Swedish bottling operations to New CCE. Refer to Note 2 and Note 17.

In 2010, the results of our operating segments were impacted by the following items:

• Operating income (loss) and income (loss) before income taxes were reduced by $7 million for Eurasia and Africa, $50 million for Europe, $133 million for North America, $22 million for Pacific, $122 million for Bottling Investments and $485 million for Corporate, primarily due to the Company's ongoing productivity, integration and restructuring initiatives; charitable donations; transaction costs incurred in connection with our acquisition of CCE's former North America business and the sale of our Norwegian and Swedish bottling operations to New CCE; and other charges related to bottling activities in Eurasia. Refer to Note 17.

• Operating income (loss) and income (loss) before income taxes were reduced by $74 million for North America due to the acceleration of expense associated with certain share-based replacement awards issued in connection with our acquisition of CCE's former North America business. Refer to Note 12.

• Equity income (loss) — net and income (loss) before income taxes were reduced by $66 million for Bottling Investments. This net charge was primarily attributable to the Company's proportionate share of unusual tax charges, asset impairments, restructuring charges and transaction costs recorded by equity method investees, which were partially offset by our proportionate share of a foreign currency remeasurement gain recorded by an equity method investee. The components of the net charge were individually insignificant. Refer to Note 17.

• Income (loss) before income taxes was reduced by $23 million for Bottling Investments and $25 million for Corporate due to other-than-temporary impairments and a donation of preferred shares in one of our equity method investees. Refer to Note 17.

• Income (loss) before income taxes was increased by $4,978 million for Corporate due to the remeasurement of our equity investment in CCE to fair value upon the close of the transaction. Refer to Note 2.

• Income (loss) before income taxes was increased by $597 million for Corporate due to the gain on the sale of our Norwegian and Swedish bottling operations to New CCE. Refer to Note 2.

• Income (loss) before income taxes was reduced by $342 million for Corporate related to the premiums paid to repurchase the long-term debt and the costs associated with the settlement of treasury rate locks issued in connection with the debt tender offer. Refer to Note 10.

• Income (loss) before income taxes was reduced by $265 million for Corporate due to charges related to preexisting relationships with CCE. These charges primarily related to the write-off of our investment in infrastructure programs with CCE. Refer to Note 2.

• Income (loss) before income taxes was reduced by $103 million for Corporate due to the remeasurement of our Venezuelan subsidiary's net assets. Refer to Note 1.

• Income (loss) before income taxes was increased by $23 million for Corporate due to the gain on the sale of 50 percent of our investment in Leão Junior. Refer to Note 17.

XML

DEBT AND BORROWING ARRANGEMENTS (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Short-term borrowings
Lines of credit for general corporate purposes	$ 6,314
Lines of credit and other short-term credit facilities outstanding	93
Weighted-average interest rates for commercial paper outstanding (as a percent)	0.30%	0.20%
Line of Credit Facility, Maximum Borrowing Capacity	7,768
Commercial paper borrowings outstanding	16,204	12,135
Philippines Bottling Operations
Short-term borrowings
Line of Credit Facility, Maximum Borrowing Capacity	$ 854

XML

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)

12 Months Ended

Dec. 31, 2012

ACCOUNTS PAYABLE AND ACCRUED EXPENSES Disclosure [Abstract]

Schedule of Accounts Payable and Accrued Expenses [Table Text Block]

Accounts payable and accrued expenses consisted of the following (in millions):

December 31,	2012		2011
Accrued marketing	$	2,231	$	2,286
Other accrued expenses	2,711		2,749
Trade accounts payable	1,969		2,172
Accrued compensation	1,045		1,048
Sales, payroll and other taxes	389		405
Container deposits	335		349
Accounts payable and accrued expenses	$	8,680	$	9,009

XML

STOCK COMPENSATION PLANS

12 Months Ended

Dec. 31, 2012

STOCK COMPENSATION PLANS [Abstract]

STOCK COMPENSATION PLANS

STOCK COMPENSATION PLANS

Our Company grants stock options and restricted stock awards to certain employees of the Company. Total stock-based compensation expense was $259 million, $354 million and $380 million in 2012, 2011 and 2010, respectively, and was included as a component of selling, general and administrative expenses in our consolidated statements of income. The total income tax benefit recognized in our consolidated statements of income related to stock-based compensation arrangements was $72 million, $99 million and $110 million in 2012, 2011 and 2010, respectively.

As of December 31, 2012, we had $467 million of total unrecognized compensation cost related to nonvested stock-based compensation arrangements granted under our plans. This cost is expected to be recognized over a weighted-average period of 1.8 years as stock-based compensation expense. This expected cost does not include the impact of any future stock-based compensation awards.

On July 27, 2012, the Company's certificate of incorporation was amended to increase the number of authorized shares of common stock from 5.6 billion to 11.2 billion and effect a two-for-one stock split of the common stock. The record date for the stock split was July 27, 2012, and the additional shares were distributed on August 10, 2012. Each shareowner of record on the close of business on the record date received one additional share of common stock for each share held. All share and per share data presented herein reflect the impact of the increase in authorized shares and the stock split, as appropriate.

As a result of our acquisition of CCE's former North America business, the Company assumed certain stock-based compensation plans previously sponsored by CCE. Shares from these plans remain available for future grant to current employees who were employees of CCE or its subsidiaries prior to the acquisition or who are hired by the Company or its subsidiaries following the acquisition. The assumed Coca-Cola Enterprises Inc. 2001 Stock Option Plan, Coca-Cola Enterprises Inc. 2004 Stock Award Plan and Coca-Cola Enterprises Inc. 2007 Incentive Award Plan previously sponsored by CCE have approximately 29 million shares available for grant after conversion of CCE common stock into our common stock. The Company has not granted any equity awards from the assumed plans.

Stock Option Plans

The fair value of our stock option grants is amortized over the vesting period, generally four years. The fair value of each option award is estimated on the grant date using a Black-Scholes-Merton option-pricing model. The weighted-average fair value of options granted during the past three years and the weighted-average assumptions used in the Black-Scholes-Merton option-pricing model for such grants were as follows:

	2012			2011			2010
				As Adjusted
Fair value of options at grant date	$	3.80		$	4.64		$	4.70
Dividend yield1	2.7		%	2.7		%	2.9		%
Expected volatility2	18.0		%	19.0		%	20.0		%
Risk-free interest rate3	1.0		%	2.3		%	3.0		%
Expected term of the option4	5 years			5 years			6 years

¹  The dividend yield is the calculated yield on the Company's stock at the time of the grant.

²  Expected volatility is based on implied volatilities from traded options on the Company's stock, historical volatility of the Company's stock and other factors.

³  The risk-free interest rate for the period matching the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant.

⁴  The expected term of the option represents the period of time that options granted are expected to be outstanding and is derived by analyzing historic exercise behavior.

Generally, stock options granted from 1999 through July 2003 expire 15 years from the date of grant and stock options granted in December 2003 and thereafter expire 10 years from the date of grant. The shares of common stock to be issued, transferred and/or sold under the stock option plans are made available from authorized and unissued Company common stock or from the Company's treasury shares. In 2007, the Company began issuing common stock under these plans from the Company's treasury shares. The Company had the following active stock option plans as of December 31, 2012:

• The Coca-Cola Company 1999 Stock Option Plan (the "1999 Option Plan") was approved by shareowners in April 1999. Under the 1999 Option Plan, a maximum of 240 million shares of our common stock was approved to be issued or transferred, through the grant of stock options, to certain officers and employees.

• The Coca-Cola Company 2002 Stock Option Plan (the "2002 Option Plan") was approved by shareowners in April 2002. An amendment to the 2002 Option Plan which permitted the issuance of stock appreciation rights was approved by shareowners in April 2003. Under the 2002 Option Plan, a maximum of 240 million shares of our common stock was approved to be issued or transferred, through the grant of stock options or stock appreciation rights, to certain officers and employees. No stock appreciation rights have been issued under the 2002 Option Plan as of December 31, 2012.

• The Coca-Cola Company 2008 Stock Option Plan (the "2008 Option Plan") was approved by shareowners in April 2008. Under the 2008 Option Plan, a maximum of 280 million shares of our common stock was approved to be issued or transferred to certain officers and employees pursuant to stock options granted under the 2008 Option Plan.

As of December 31, 2012, there were 132 million shares available to be granted under the stock option plans discussed above. Options to purchase common stock under all of these plans have generally been granted at the fair market value of the Company's stock at the date of grant.

Stock option activity for all stock option plans for the year ended December 31, 2012, was as follows:

	Shares (In millions)		Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life	Aggregate Intrinsic Value (In millions)
Outstanding on January 1, 2012 — As Adjusted	323		$	25.62
Granted	53		34.40
Exercised	(61	)	24.43
Forfeited/expired	(6	)	30.01
Outstanding on December 31, 20121	309		$	27.27	5.82 years	$	2,777
Expected to vest at December 31, 2012	305		$	27.20	5.79 years	$	2,765
Exercisable on December 31, 2012	194		$	24.92	4.41 years	$	2,200

¹  Includes 4 million stock option replacement awards in connection with our acquisition of CCE's former North America business in 2010. These options had a weighted-average exercise price of $18.32, and generally vest over 3 years and expire 10 years from the original date of grant.

The total intrinsic value of the options exercised was $780 million, $631 million and $524 million in 2012, 2011 and 2010, respectively. The total shares exercised were 61 million, 65 million and 73 million in 2012, 2011 and 2010, respectively.

Restricted Stock Award Plans

Under The Coca-Cola Company 1989 Restricted Stock Award Plan and The Coca-Cola Company 1983 Restricted Stock Award Plan (the "Restricted Stock Award Plans"), 80 million and 48 million shares of restricted common stock, respectively, were originally available to be granted to certain officers and key employees of our Company. As of December 31, 2012, 32 million shares remain available for grant under the Restricted Stock Award Plans. The Company issues restricted stock to employees as a result of performance share unit awards, time-based awards and performance-based awards.

For awards prior to January 1, 2008, under the 1983 Restricted Stock Award Plan, participants are reimbursed by our Company for income taxes imposed on the award, but not for taxes generated by the reimbursement payment. The 1983 Restricted Stock Award Plan has been amended to eliminate this tax reimbursement for awards after January 1, 2008. The shares are subject to certain transfer restrictions and may be forfeited if a participant leaves our Company for reasons other than retirement, disability or death, absent a change in control of our Company.

Performance Share Unit Awards

In 2003, the Company established a program to grant performance share units under The Coca-Cola Company 1989 Restricted Stock Award Plan to executives. In 2008, the Company expanded the program to award a mix of stock options and performance share units to eligible employees in addition to executives. The number of shares earned is determined at the end of each performance period, generally three years, based on the actual performance criteria predetermined by the Board of Directors at the time of grant. If the performance criteria are met, the award results in a grant of restricted stock or restricted stock units, which are then generally subject to a holding period in order for the restricted stock to be released. For performance share units granted before 2008, this holding period is generally two years. For performance share units granted in 2008 and after, this holding period is generally one year. Restrictions on such stock generally lapse at the end of the holding period. Performance share units generally do not pay dividends or allow voting rights during the performance period. For awards granted prior to 2011, participants generally receive dividends or dividend equivalents once the performance criteria have been certified and the restricted stock or restricted stock units have been issued. For awards granted in 2011 and later, participants generally receive dividends or dividend equivalents once the shares have been released. Accordingly, the fair value of the performance share units is the quoted market value of the Company stock on the grant date less the present value of the expected dividends not received during the relevant period. In the period it becomes probable that the minimum performance criteria specified in the plan will be achieved, we recognize expense for the proportionate share of the total fair value of the performance share units related to the vesting period that has already lapsed. The remaining cost of the grant is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that we will achieve the minimum performance criteria specified in the plan, we reverse all of the previously recognized compensation expense in the period such a determination is made.

Performance share units under The Coca-Cola Company 1989 Restricted Stock Award Plan require achievement of certain financial measures, primarily compound annual growth in earnings per share or economic profit. These financial measures are adjusted for certain items approved and certified by the Audit Committee of the Board of Directors. The purpose of these adjustments is to ensure a consistent year to year comparison of the specific performance criteria. Economic profit is our net operating profit after tax less the cost of the capital used in our business. In the event the financial results equal the predefined target, the Company will grant the number of restricted shares equal to the target award in the underlying performance share unit agreements. In the event the financial results exceed the predefined target, additional shares up to the maximum award may be granted. In the event the financial results fall below the predefined target, a reduced number of shares may be granted. If the financial results fall below the threshold award performance level, no shares will be granted. Performance share units are generally settled in stock, except for certain circumstances such as death or disability, where former employees or their beneficiaries are provided a cash equivalent payment. As of December 31, 2012, performance share units of 5,105,000, 5,655,000 and 6,824,000 were outstanding for the 2010–2012, 2011–2013 and 2012–2014 performance periods, respectively, based on the target award amounts in the performance share unit agreements.

The following table summarizes information about performance share units based on the target award amounts in the performance share unit agreements:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value
Outstanding on January 1, 2012 — As Adjusted	11,366		$	25.41
Granted	7,034		29.95
Paid in cash equivalent	(16	)	27.30
Canceled/forfeited	(800	)	27.71
Outstanding on December 31, 20121	17,584		$	28.01

¹  The outstanding performance share units as of December 31, 2012, at the threshold award and maximum award levels were 8.8 million and 26.4 million, respectively.

The weighted-average grant date fair value of performance share units granted was $29.95 in 2012, $25.58 in 2011 and $25.17 in 2010. The Company converted performance share units of 16,267 in 2012, 19,462 in 2011 and 27,650 in 2010 to cash equivalent payments of $0.6 million, $0.7 million and $0.7 million, respectively, to former executives who were ineligible for restricted stock grants due to certain events such as death, disability or termination.

The following table summarizes information about the conversions of performance share units to restricted stock and restricted stock units:

	Share Units (In thousands)		Weighted-Average Grant-Date Fair Value1
Nonvested on January 1, 2012 — As Adjusted2	4,444		$	26.53
Vested and released	(4,302	)	26.53
Canceled/forfeited	(44	)	26.54
Nonvested on December 31, 20122	98		$	26.54

¹  The weighted-average grant-date fair value is based on the fair values of the performance share units granted.

²  The nonvested shares as of January 1, 2012, and December 31, 2012, are presented at the performance share units certified award amount.

The total intrinsic value of restricted shares that were vested and released was $148 million, $72 million and $58 million in 2012, 2011 and 2010, respectively. The total restricted share units vested and released in 2012 were 4,301,732 at the certified award amount. In 2011 and 2010, the total restricted share units vested and released were 2,084,912 and 1,850,466, respectively.

Replacement performance share unit awards issued by the Company in connection with our acquisition of CCE's former North America business are not included in the tables or discussions above and were originally granted under the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan. Refer to Note 2. These awards were converted into equivalent share units of the Company's common stock on the acquisition date and entitle the participant to dividend equivalents (which vest, in some cases, only if the restricted share units vest), but not the right to vote. Accordingly, the fair value of these units was the quoted value of the Company's stock at the grant date. The number of shares earned is determined at the end of each performance period, generally one to three years, based on the actual performance criteria predetermined at the time of grant. These performance share units require achievement of certain financial measures, primarily compound annual growth in earnings per share, as adjusted for certain items detailed in the plan documents. In the event the financial results exceed the predefined targets, additional shares up to a maximum of 200 percent of target may be granted. In the event the financial results fall below the predefined targets, a reduced number of shares may be granted. If the financial results fall below the minimum award performance level, no shares will be granted.

On the acquisition date, the Company issued 3.3 million replacement performance share unit awards at target with a weighted average grant-date price of $29.56 per share unit for the 2008–2010, 2009 and 2010 performance periods. The 2008–2010 and the 2010 performance period awards were projected to pay out at 200 percent on the acquisition date and were certified as such in February 2011. The 2009 award was already certified at 200 percent prior to the acquisition date. In accordance with accounting principles generally accepted in the United States, the portion of the fair value of the replacement awards related to services provided prior to the business combination was included in the total purchase price. Refer to Note 2. The portion of the fair value associated with future service is recognized as expense over the future service period. However, in the fourth quarter of 2010, the Company modified primarily all of these performance awards to eliminate the remaining holding period after December 31, 2010, which resulted in $74 million of accelerated expense included in the total stock-based compensation expense above. As a result of this modification, the Company released 2.8 million shares at the 200 percent payout for the 2009 performance period award during the fourth quarter of 2010. The intrinsic value of the release of these shares was $91 million. During 2011, the Company released 3.1 million shares at the 200 percent payout with an intrinsic value of $98 million, primarily related to the 2008–2010 and 2010 performance periods. During 2012, the Company released 0.6 million shares at the 200 percent payout with an intrinsic value of $22 million, primarily related to the 2009 performance period. As of December 31, 2012, the Company had 0.1 million outstanding replacement performance share units related to the 2009 performance period. The remaining shares are scheduled for release during the second quarter of 2013.

Time-Based and Performance-Based Restricted Stock and Restricted Stock Unit Awards

The Coca-Cola Company 1989 Restricted Stock Award Plan allows for the grant of time-based and performance-based restricted stock and restricted stock units. The performance-based restricted awards are released only upon the achievement of specific measurable performance criteria. These awards pay dividends during the performance period. The majority of awards have specific performance targets for achievement. If the performance targets are not met, the awards will be canceled. In the period it becomes probable that the performance criteria will be achieved, we recognize expense for the proportionate share of the total fair value of the grant related to the vesting period that has already lapsed. The remaining cost of the grant is expensed on a straight-line basis over the balance of the vesting period.

For time-based and performance-based restricted stock awards, participants are entitled to vote and receive dividends on the restricted shares. The Company also awards time-based and performance-based restricted stock units for which participants may receive payments of dividend equivalents but are not entitled to vote. As of December 31, 2012, the Company had outstanding nonvested time-based and performance-based restricted stock awards, including restricted stock units, of 774,000 and 92,000, respectively. Time-based and performance-based restricted awards were not significant to our consolidated financial statements.

In 2010, the Company issued time-based restricted stock unit replacement awards in connection with our acquisition of CCE's former North America business. Refer to Note 2. These awards were converted into equivalent shares of the Company's common stock. These restricted share awards entitle the participant to dividend equivalents (which vest, in some cases, only if the restricted share unit vests), but not the right to vote. As of December 31, 2012, the Company had 65,000 outstanding nonvested time-based restricted stock replacement awards, including restricted stock units. These time-based restricted awards were not significant to our consolidated financial statements.