s8dereg91sop.htm

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UwFZVQqOSvinveNqZcLvAaG2Dkyx/CWWL6nQUr3xP8eXOmIG9LcTjQNNwYKaQYX7 vT20myThQfKKN7ls3F433Q== 0000804055-07-000239.txt : 20070824 0000804055-07-000239.hdr.sgml : 20070824 20070824102553 ACCESSION NUMBER: 0000804055-07-000239 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20070824 DATE AS OF CHANGE: 20070824 EFFECTIVENESS DATE: 20070824 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COCA COLA ENTERPRISES INC CENTRAL INDEX KEY: 0000804055 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 580503352 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 033-44448 FILM NUMBER: 071077109 BUSINESS ADDRESS: STREET 1: 2500 WINDY RIDGE PKWY CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 7709893000 MAIL ADDRESS: STREET 1: 2500 WINDY RIDGE PKWY CITY: ATLANTA STATE: GA ZIP: 30339 S-8 POS 1 s8dereg91sop.htm DEREGISTRATION 1991 MANAGEMENT SOP s8dereg91sop.htm

Registration No. 33-44448

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

AMENDMENT NO. 1 TO

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

COCA-COLA ENTERPRISES INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

58-0503352

(IRS Employer Identification No.)

2500 Windy Ridge Parkway, Atlanta, Georgia 30339

(Address of principal executive offices, including Zip Code)

COCA-COLA ENTERPRISES INC.

1991 MANAGEMENT

STOCK OPTION PLAN

(Full title of the plan)

John J. Culhane, Esq.

Executive Vice President and General Counsel

Coca-Cola Enterprises Inc.

2500 Windy Ridge Parkway

Atlanta, GA 30339

(Name and address of agent for service)

(770) 989-3000

(Telephone number, including area code, of agent for service)

This Amendment No. 1 relates to the Registration Statement on Form S-8 (File No. 33-44448) (the “Registration Statement”) of Coca-Cola Enterprises Inc. (the “Company”), which was filed with the Securities and Exchange Commission on December 18, 1991. The Registration Statement registered 3,000,000 shares (adjusted to 9,000,000 shares by a subsequent stock split) of the Company’s common stock, par value $1.00 per share, for issuance pursuant to the Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan (the “Plan”).

The Plan has been terminated. Pursuant to an undertaking made by the Company in the Registration Statement, the Company hereby removes from registration the 1,504,619 shares of common stock of the Company that had not been issued upon termination of the Plan.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on the 20th day of August, 2007.

COCA-COLA ENTERPRISES INC.

(Registrant)

By: JOHN F. BROCK*

John F. Brock,

President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

JOHN F. BROCK* (John F. Brock)	President, Chief Executive Officer and a Director (principal executive officer)	August 20, 2007
WILLIAM W. DOUGLAS III* (William W. Douglas III)	Senior Vice President and Chief Financial Officer (principal financial officer)	August 20, 2007
CHARLES D,. LISCHER* (Charles D. Lischer)	Vice President, Controller and Chief Accounting Officer (principal accounting officer)	August 20, 2007
FERNANDO AGUIRRE* (Fernando Aguirre)	Director	August 20, 2007
JAMES E. COPELAND, JR.* (James E. Copeland, Jr.)	Director	August 20, 2007
CALVIN DARDEN* (Calvin Darden)	Director	August 20, 2007
GARY P. FAYARD* (Gary P. Fayard)	Director	August 20, 2007
IRIAL FINAN* (Irial Finan)	Director	August 20, 2007
MARVIN J. HERB* (Marvin J. Herb)	Director	August 20, 2007
L. PHILLIP HUMANN* (L. Phillip Humann)	Director	August 20, 2007
DONNA A. JAMES* (Donna A. James)	Director	August 20, 2007

THOMAS H. JOHNSON* (Thomas H. Johnson)	Director	August 20, 2007
LOWRY F. KLINE* (Lowry F. Kline)	Director	August 20, 2007
CURTIS R. WELLING* (Curtis R. Welling)	Director	August 20, 2007

*By: /s/ JOHN J. CULHANE

Mr. John J. Culhane

Attorney-in-Fact

EXHIBIT INDEX

Exhibit No.	Description of Exhibit
24.1	Powers of Attorney
24.2	Resolution of the Board of Directors

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EXHIBIT 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, JOHN F. BROCK, President, Chief Executive Officer and a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 24th day of July, 2007.

/S/ JOHN F. BROCK

John F. Brock, President, Chief Executive

Officer and Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, WILLIAM W. DOUGLAS III, Senior Vice President and Chief Financial Officer of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ WILLIAM W. DOUGLAS, III

William W. Douglas III, Senior Vice

President and Chief Financial Officer

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, CHARLES D. LISCHER, Vice President, Controller and Chief Accounting Officer of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ CHARLES D. LISCHER

Charles D. Lischer, Vice President,

Controller and Chief Accounting Officer

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, LOWRY F. KLINE, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ LOWRY F. KLINE

Lowry F. Kline, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, FERNANDO AGUIRRE, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ FERNANDO AGUIRRE

Fernando Aguirre, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, JAMES E. COPELAND, JR., a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ JAMES E. COPELAND, JR.

James E. Copeland, Jr., a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, CALVIN DARDEN, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ CALVIN DARDEN

Calvin Darden, a Director

Coca-Cola Enterprises Inc.

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, GARY P. FAYARD, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ GARY P. FAYARD

Gary P. Fayard, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, IRIAL FINAN, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ IRIAL FINAN

Irial Finan, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, MARVIN J. HERB, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ MARVIN J. HERB

Marvin J. Herb, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, L. PHILLIP HUMANN, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ L. PHILLIP HUMANN

L. Phillip Humann, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, DONNA A. JAMES, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ DONNA A. JAMES

Donna A. James, a Director

Coca-Cola Enterprises Inc.

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, THOMAS H. JOHNSON, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 23rd day of July, 2007.

/S/ THOMAS H. JOHNSON

Thomas H. Johnson, a Director

Coca-Cola Enterprises Inc.



POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, CURTIS R. WELLING, a Director of Coca-Cola Enterprises, Inc. ( the "Company"), do hereby appoint John J. Culhane, E. Liston Bishop III, and William T. Plybon, or any of them, my true and lawful attorney for me and in my name for the purpose of executing on my behalf registration statements on Form S-8, and any amendments and supplements thereto, in connection with the Coca-Cola Enterprises Inc. 2007 Incentive Award Plan; Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards; Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994); Coca-Cola Enterprises Inc. 1994 Stock Option Plan; Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan; Coca-Cola Enterprises Inc. 1995 Stock Option Plan; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993; 1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993; Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended; Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole; and Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann.

IN WITNESS WHEREOF, I have hereunto set my hand this 24th day of July, 2007.

/S/ CURTIS R. WELLING

Curtis R. Welling, a Director

Coca-Cola Enterprises Inc.

EX-24.2 4 resolution.htm RESOLUTION OF BOARD OF DIRECTORS resolution.htm

EXHIBIT 24.2

COCA-COLA ENTERPRISES INC.

MEETING OF THE BOARD OF DIRECTORS

ATLANTA, GEORGIA

July 24, 2007

Resolutions approving filings of Forms S-8 and amendments to Forms S-8

RESOLVED, that the Board of Directors hereby authorizes up to 28,000,000 shares of the Company’s common stock to be made available with respect to the awards made under the 2007 Incentive Award Plan (the “Plan”) and that the distributions of such shares be made either from authorized but unissued shares or from shares held by the Company in its treasury; and

RESOLVED, that the Company be, and it hereby is, authorized to terminate the registration statements on Form S-8 and to deregister any securities that have not been issued in connection with the following plans and agreements:

•

Coca-Cola Enterprises Inc. 1986 Stock Option Award Plan and Director Stock Option Awards and Officer Stock Option Awards

•

Coca-Cola Enterprises Inc. 1991 Management Stock Option Plan

•

Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan

•

Coca-Cola Enterprises Inc. 1992 Restricted Stock Award Plan (As Amended and Restated Effective as of February 7, 1994)

•

Coca-Cola Enterprises Inc. 1994 Stock Option Plan

•

Coca-Cola Enterprises Inc. 1995 Restricted Stock Award Plan

•

Coca-Cola Enterprises Inc. 1995 Stock Option Plan

•

1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and John R. Alm dated as of April 30, 1993

•

1993 Amendment and Restatement of Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Philip H. Sanford dated as of April 30, 1993

•

Amended and Restated Deferred Compensation Agreement between Johnston Coca-Cola Bottling Group, Inc. and Henry A. Schimberg dated December 16, 1991, as amended

•

Agreement dated as of December 18, 1990 by and between Coca-Cola Enterprises Inc. and Johnnetta B. Cole

•

Agreement dated as of April 9, 1992 by and between Coca-Cola Enterprises Inc. and L. Phillip Humann

FURTHER RESOLVED, that the proper officers of the Company be, and each of them hereby is, authorized, in the name and on behalf of the Company, to execute and deliver a power of attorney appointing the directors and officers of the Company, or any of them, to act as attorney in fact for the Company for the purpose of executing and filing with the Securities and Exchange Commission any such registration statement, or any amendment or supplement, thereto, or terminating any such prior registration statements, or any document deemed appropriate by any such officer in connection therewith; and

FURTHER RESOLVED, that John J. Culhane be, and he hereby is, designated and appointed as the agent for service of the company in all matters related to each such registration statement; and

1

FURTHER RESOLVED, that the Company may execute and deliver to the New York Stock Exchange, Inc. or any other appropriate exchange, any application, including any amendment or supplement thereto, for the listing of shares of the Company’s common stock that may be issued under the Plan, upon official notice of issuance, and may appoint a listing agent or listing agents to represent the Company for such purpose and to execute, in the name and on behalf of the Company, any other agreement or instrument that may be necessary or appropriate to accomplish such listing; and

FURTHER RESOLVED, that the Company be, and it hereby is, authorized to effect or maintain the registration or qualification (or exemption therefrom) of all or any part of the securities that may be issued under the Plan for offer or sale under the securities laws of any of the states or jurisdiction of the United States of America or under the applicable laws or regulations of any country or political subdivision thereof; and

FURTHER RESOLVED, that any officer of the Company, or such other person or persons as the chief executive officer or his designee may appoint, be, and each of them hereby is, authorized to execute, in the name and on behalf of the Company and under its corporate seal or otherwise, deliver and file any agreement, instrument, certificate or any other document, or any amendment or supplement thereto, and to take any other action that such person may deem appropriate to carry out the intent and purpose of the preceding resolutions and to effect the transactions contemplated thereby.

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