COCA COLA ENTERPRISES INC
8-K, 1997-01-31
BOTTLED & CANNED SOFT DRINKS & CARBONATED WATERS
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                     SECURITIES AND EXCHANGE COMMISSION
               
                          Washington, D.C. 20549

                           
                                 FORM 8-K

                              CURRENT REPORT
  
                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934
            
                    
                    
                    
                  
                    
      Date of Report (Date of earliest event reported):  December 31, 1996
                       

                         COCA-COLA ENTERPRISES INC.
            (Exact name of registrant as specified in its charter)
                                    
                                    
                                    
                                    
                                    
     Delaware                     01-09300                    58-0503352
    (State of               (Commission File No.)           (IRS Employer
  Incorporation)                                         Identification No.)




                2500 Windy Ridge Parkway, Atlanta, Georgia 30339
         (Address of principal executive offices, including zip code)
                                    
                               (770) 989-3000
              (Registrant's telephone number, including area code)
       

                                    


                                    






                                  

                                   
                                                           Page 1 of 8 pages 
                                                           Exhibit Index page 4

<PAGE>
                                                           
                                                           
Item 5.   Other Events
- ------    ------------
          Coca-Cola Enterprises Inc. (the "Company") files herewith its
          unaudited Consolidated Statements of Operations and Condensed 
          Balance Sheets, reporting the Company's results of operations  
          for the fourth quarter and full year 1996 and 1995, and 
          its financial position at December 31, 1996 and 1995,
          including a summary of key financial information.

Item 7.   Financial Statements and Exhibits
- ------    ---------------------------------
          (c) Exhibits.

           99   Consolidated Statements of Operations and Condensed
                Balance Sheets (unaudited) of the Company, reporting 
                results of operations for the fourth quarter and full year 
                1996 and 1995, and its financial position at December 31, 
                1996 and 1995, including a summary of key financial 
                information.

                


                


                


                


                


                


                


                


                


                


                


                                
                                 



<PAGE>

                

            ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
                                SIGNATURE
                                      

    Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.






                                     COCA-COLA ENTERPRISES INC.
                                     (Registrant)


                                              
Date: December 31, 1996                By:-----------------------------
                                          Lowry F. Kline
                                          Senior Vice President
                                          and General Counsel





























                                 




<PAGE>



                         COCA-COLA ENTERPRISES INC.
                               EXHIBIT INDEX
                         
Exhibit No.                                                        Page
- -----------                                                        ----

    99       Consolidated Statements of Operations and               5
             Condensed Balance Sheets (unaudited) of the Company, 
             reporting results of operations for the fourth 
             quarter and full year 1996 and 1995, and its financial  
             position at December 31, 1996 and 1995, including a 
             summary of key financial information.
                
                
                

































                                                            
                                                                 

                                 







<PAGE>

<PAGE>
                                                                  Exhibit 99
                       COCA-COLA ENTERPRISES INC.                Page 1 of 4
                CONSOLIDATED STATEMENTS OF OPERATIONS
             (Unaudited; In Millions Except Per Share Data)
                                    
                                                      Fourth Quarter    
                                             ------------------------------
                                               1996      1995       Change
                                             -------    -------     -------
Net Operating Revenues                       $ 2,118    $ 1,643       29%
Cost of Sales                                  1,310      1,030       27%  
                                             -------    -------
Gross Profit                                     808        613       32%
Selling, General and Administrative Expenses     696        533       31%
                                             -------    -------
Operating Income                                 112         80       40%
Interest Expense - Net                            98         82       20%
Other Nonoperating (Income) Deductions - Net      (1)         3    
                                             -------    -------
Income (Loss) Before Income Taxes                 15         (5)     400%
Income Tax Expense (Benefit)                       6         (2)     400%
                                             -------    -------
Net Income (Loss)                                  9         (3)     400%
Preferred Stock Dividends                          2          -
                                             -------    -------
Net Income (Loss) Applicable to Common 
  Share Owners                               $     7    $    (3)     333%
                                             =======    =======
Average Common Shares Outstanding                125        129      (3)%
                                             =======    =======
Net Income (Loss) Per Common Share (a)       $  0.06    $ (0.03)     300%
                                             =======    =======
Cash Operating Profit Data:
  Operating Income                           $   112    $    80       40%
  Depreciation                                   113         83       36%
  Amortization                                    62         71     (13)%
                                             -------    -------
Cash Operating Profit                        $   287    $   234       23%
                                             =======    =======

(a) Per share data calculated prior to rounding to millions  


    















<PAGE>
                                                                 Exhibit 99
                      COCA-COLA ENTERPRISES INC.                Page 2 of 4
                CONSOLIDATED STATEMENTS OF OPERATIONS
             (Unaudited; In Millions Except Per Share Data)
                                    
                                                       Full Year   
                                             ------------------------------
                                             1996 (a)    1995 (b)   Change
                                             -------     -------    -------
Net Operating Revenues                       $ 7,921    $ 6,773       17%
Cost of Sales (c)                              4,896      4,267       15%
                                             -------    -------
Gross Profit                                   3,025      2,506       21%
Selling, General and Administrative Expenses   2,480      2,038       22%
                                             -------    -------
Operating Income                                 545        468       16%
Interest Expense - Net                           351        326        8%
Other Nonoperating Deductions - Net                -          6
Gain From Sale of Bottling Operations (d)          -         (9)
                                             -------    -------
Income Before Income Taxes                       194        145       34%
Income Tax Expense                                80         63       27%
                                             -------    -------
Net Income                                       114         82       39%
Preferred Stock Dividends                          8          2
                                             -------    -------
Net Income Applicable to Common 
  Share Owners                               $   106    $    80       33%
                                             =======    =======
Average Common Shares Outstanding                125        129      (3)%
                                             =======    =======
Net Income Per Common Share (e)              $  0.85    $  0.62       37%
                                             =======    =======
Cash Operating Profit Data:
  Operating Income                           $   545    $   468       16%  
  Depreciation                                   392        318       23%
  Amortization                                   235        211       11%
                                             -------    -------
Cash Operating Profit                        $ 1,172    $   997       18%
                                             =======    =======

(a) 1996 results include the acquisitions of the Ouachita Coca-Cola Bottling 
    Company as of February 21, 1996; Coca-Cola Beverages S.A., Coca-Cola 
    Production S.A., and S.A. Beverages Sales Holding N.V. (collectively 
    French and Belgian bottling operations) as of July 26, 1996; and 
    Coca-Cola Bottling Company West, Inc. and Grand Forks Coca-Cola 
    Bottling Co. (collectively Coke West) as of August 12, 1996.
    
(b) 1995 results include the acquisition of the Wichita Coca-Cola Bottling 
    Company from the date of acquisition on January 27, 1995.

(c) 1996 cost of sales includes a favorable $10 million (5 cents per common
    share after tax) supplier settlement.

(d) 1995 results include a $9 million gain on the sale of the Company's 50 
    percent ownership interest in The Coca-Cola Bottling Company of the
    Mid South (4 cents per common share after tax).

(e) Per share data calculated prior to rounding to millions.
<PAGE>
                     
                     COCA-COLA ENTERPRISES INC.               Exhibit 99
               CONDENSED CONSOLIDATED BALANCE SHEETS          Page 3 of 4
                           (In Millions)
                                    
                                             December  31,     December 31,
                                                 1996              1995
                                             -------------     ------------
                                              (Unaudited)
ASSETS
Current Assets                                  $ 1,319         $   982
Property, Plant and Equipment - Net               2,812           2,158
Franchise and Other Noncurrent Assets             7,103           5,924
                                                -------         -------
                                                $11,234         $ 9,064
                                                =======         =======
LIABILITES AND SHARE-OWNERS' EQUITY
Current Liabilites                              $ 1,690         $   859
Long-Term Debt                                    4,814           4,138  
Other Long-Term Obligations                         699             600 
Deferred Income Taxes                             2,481           2,032
Share-Owners' Equity                              1,550           1,435
                                                -------         -------
                                                $11,234         $ 9,064
                                                =======         =======


  















                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
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                      COCA-COLA ENTERPRISES INC.              Exhibit 99
                      Summary - Key Information              Page 4 of 4
                              (Unaudited)



                                             Fourth-Quarter     Full-Year
                                                  1996            1996
                                                 Change          Change
                                             --------------     ---------

Cash Operating Profit
  Reported                                          23%             18%
  Comparable (a)                                    12%             10%

Volume
  Bottle/Can Physical Case
    Reported                                        24%         14 1/2%
    Constant Territory                               4%          5 1/2%
      Domestic                                   3 1/2%              6%
      International                              6 1/2%              2%
  Fountain Gallons
    Reported                                    19 1/2%         12 1/2%
    Constant Territory                           2 1/2%              5%
                                                                        
Net Revenues Per Case - Bottle/Can               
    Reported                                         4%              3%
    Domestic                                       1/2%          1 1/2%

Cost of Sales Per Case - Bottle/Can              
    Reported                                     2 1/2%              1%
    Domestic (b)                               (3 1/2)%            (1)%


                                    Fourth-Quarter             Full-Year
    Earnings Per Share         -----------------------  ----------------------
      Reconciliation             1996    1995   Change   1996    1995   Change
- -----------------------------  -------  ------  ------  ------  ------  ------

Reported Earnings Per Share     $0.06   $(0.03)    N/M    $0.85   $0.62    37%
Adjusted Earnings Per Share (c)   N/A      N/A     N/A    $0.80   $0.58    38%


- --------------------------------------------
 
(a)  Comparable change reflects adjustments for certain acquisitions and
     one-time benefits, as considered appropriate, to identify underlying
     business trends.
     
(b)  1996 bottle and can cost of sales per case excludes a favorable 
     first-quarter 1996 $10 million (5 cents per common share after tax) 
     supplier settlement.

(c)  Adjusted earnings per share results exclude a favorable 
     first-quarter 1996 $10 million (5 cents per common share after tax) 
     supplier settlement and the first-quarter 1995 gain of $9 million 
     (4 cents per common share after tax) on the sale of the Company's 
     interest in The Coca-Cola Bottling Company of Mid South.
                                 
                




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