UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q


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


For the quarterly period ended July 2, 2000
                               -------------------------------------------------


Commission File Number  0-9286
                        --------------------------------------------------------

                       COCA-COLA BOTTLING CO. CONSOLIDATED
                  ---------------------------------------------
             (Exact name of registrant as specified in its charter)

              Delaware                                       56-0950585
    -------------------------------                      ----------------------
    (State or other jurisdiction of                        (I.R.S. Employer
    incorporation or organization)                       Identification Number)

      4100 Coca-Cola Plaza, Charlotte, North Carolina      28211
      -------------------------------------------------------------
          (Address of principal executive offices)      (Zip Code)

                                 (704) 551-4400
              -----------------------------------------------------
              (Registrant's telephone number, including area code)


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 (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No


Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                  Class                         Outstanding at August 1, 2000
                  -----                         -----------------------------
Common Stock, $1.00 Par Value                             6,392,252
Class B Common Stock, $1.00 Par Value                     2,341,077


<PAGE>

                         PART I - FINANCIAL INFORMATION

Item l. Financial Statements

Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
In Thousands (Except Per Share Data)

<TABLE>
<CAPTION>
                                                                     Second Quarter                      First Half
                                                             ---------------------------         ----------------------------
                                                                 2000            1999               2000             1999
                                                             ----------       ----------         ----------        ----------
<S>                                                             <C>              <C>                <C>               <C>
Net sales (includes sales to Piedmont of
 $21,251, $20,129, $36,942 and $35,310)                       $ 270,933        $ 261,037          $ 499,117         $ 481,300
Cost of sales, excluding depreciation shown
 below (includes $15,545, $16,131, $28,127
 and $29,736 related to sales to Piedmont)                      143,002          145,391            265,245           273,502
                                                             ----------       ----------         ----------        ----------
Gross margin                                                    127,931          115,646            233,872           207,798
                                                             ----------       ----------         -----------       ----------
Selling, general and administrative expenses,
 excluding depreciation shown below                              83,815           74,859            158,057           143,083
Depreciation expense                                             16,224           14,266             32,314            28,914
Amortization of goodwill and intangibles                          3,666            3,346              7,330             6,608
                                                           ------------     ------------       ------------      ------------
Income from operations                                           24,226           23,175             36,171            29,193

Interest expense                                                 13,618           12,450             27,554            24,145
Other income (expense), net                                        (786)          (1,239)            (1,805)           (2,454)
                                                          -------------      -----------       ------------       -----------
Income before income taxes                                        9,822            9,486              6,812             2,594
Federal and state income taxes                                    3,505            3,320              2,452               908
                                                           -------------    ------------       -------------    -------------
Net income                                                  $     6,317      $     6,166        $     4,360       $     1,686
                                                            ============     ===========        ============      ===========

Basic net income per share                                  $       .72      $       .72        $       .50       $       .20

Diluted net income per share                                $       .71      $       .71        $       .50       $       .20

Weighted average number of common
 shares outstanding                                               8,733            8,519              8,733             8,442

Weighted average number of common
 shares outstanding-assuming dilution                             8,837            8,638              8,785             8,563

Cash dividends per share
 Common Stock                                               $       .25      $       .25        $       .50       $       .50
 Class B Common Stock                                       $       .25      $       .25        $       .50       $       .50
</TABLE>

See Accompanying Notes to Consolidated Financial Statements

<PAGE>

Coca-Cola Bottling Co. Consolidated
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands (Except Share Data)

<TABLE>
<CAPTION>
                                                                          July 2,         Jan. 2,           July 4,
                                                                           2000            2000               1999
                                                                     -------------    -------------     -------------
<S>                                                                  <C>              <C>               <C>
ASSETS

Current Assets:
Cash                                                                 $       6,724    $       9,050     $       8,209
Accounts receivable, trade, less allowance for
 doubtful accounts of $884, $850 and $649                                   66,291           60,367            73,186
Accounts receivable from The Coca-Cola Company                               6,110            6,018             9,793
Due from Piedmont Coca-Cola Bottling Partnership                                                                6,187
Accounts receivable, other                                                   5,966           13,938             5,542
Inventories                                                                 43,390           44,736            48,772
Prepaid expenses and other current assets                                   18,380           13,275            18,030
                                                                     -------------    -------------     -------------
  Total current assets                                                     146,861          147,384           169,719
                                                                     -------------    -------------     -------------

Property, plant and equipment, net                                         448,606          458,799           446,286
Leased property under capital leases, net                                    9,875           10,785            12,368
Investment in Piedmont Coca-Cola Bottling Partnership                       62,212           60,216            61,302
Other assets                                                                73,826           69,824            62,627
Identifiable intangible assets, less accumulated
 amortization of  $133,644, $127,459 and $121,478                          298,993          305,432           285,119
Excess of cost over fair value of net assets of
 businesses acquired, less accumulated
 amortization of $34,286, $33,141 and $31,995                               56,982           58,478            59,623
                                                                     -------------    -------------     -------------


Total                                                                   $1,097,355       $1,110,918        $1,097,044
                                                                     =============    =============     =============
</TABLE>


See Accompanying Notes to Consolidated Financial Statements

<PAGE>


Coca-Cola Bottling Co. Consolidated
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands (Except Share Data)

<TABLE>
<CAPTION>
                                                                         July 2,          Jan. 2,             July 4,
                                                                          2000              2000              1999
                                                                     -------------    -------------     -------------
<S>                                                                  <C>               <C>               <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Portion of long-term debt payable within one year                    $       3,243     $     28,635      $     25,530
Current portion of obligations under capital leases                          3,878            4,483             5,081
Accounts payable and accrued liabilities                                    82,405           88,848            76,942
Accounts payable to The Coca-Cola Company                                    4,759            2,346             5,052
Due to Piedmont Coca-Cola Bottling Partnership                               8,593            2,736
Accrued compensation                                                         9,723            7,160             6,964
Accrued interest payable                                                    11,231           16,830            12,981
                                                                     -------------    -------------     -------------
  Total current liabilities                                                123,832          151,038           132,550
Deferred income taxes                                                      127,561          125,109           116,748
Deferred credits                                                             3,721            4,135             3,754
Other liabilities                                                           71,334           69,765            63,136
Obligations under capital leases                                             3,446            4,468             6,087
Long-term debt                                                             735,029          723,964           739,518
                                                                      ------------     ------------      ------------
  Total liabilities                                                      1,064,923        1,078,479         1,061,793
                                                                     -------------    -------------     -------------

Commitments and Contingencies (Note 11)

Stockholders' Equity:
Convertible Preferred Stock, $100 par value:
 Authorized-50,000 shares; Issued-None
Nonconvertible Preferred Stock, $100 par value:
 Authorized-50,000 shares; Issued-None
Preferred Stock, $.01 par value:
 Authorized-20,000,000 shares; Issued-None
Common Stock, $1 par value:
 Authorized - 30,000,000 shares;
 Issued - 9,454,626 shares                                                   9,454            9,454             9,454
Class B Common Stock, $1 par value:
 Authorized - 10,000,000 shares;
 Issued - 2,969,191 shares                                                   2,969            2,969             2,969
Class C Common Stock, $1 par value:
 Authorized-20,000,000 shares; Issued-None
Capital in excess of par value                                             103,386          107,753           112,120
Accumulated deficit                                                        (22,123)         (26,483)          (28,038)
                                                                      ------------     ------------      ------------
                                                                            93,686           93,693            96,505
Less-Treasury stock, at cost:
 Common - 3,062,374 shares                                                  60,845           60,845            60,845
 Class B Common-628,114 shares                                                 409              409               409
                                                                      ------------     ------------      ------------
  Total stockholders' equity                                                32,432           32,439            35,251
                                                                      ------------     ------------      ------------

Total                                                                   $1,097,355       $1,110,918        $1,097,044
                                                                      ============     ============      ============
</TABLE>

See Accompanying Notes to Consolidated Financial Statements


<PAGE>

Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED)
In Thousands

<TABLE>
<CAPTION>
                                                                                Capital
                                                              Class B              in
                                            Common            Common           Excess of        Accumulated       Treasury
                                             Stock             Stock           Par Value          Deficit           Stock
                                           ---------          --------          --------         ---------        --------
<S>                                        <C>                <C>               <C>              <C>              <C>
Balance on
 January 3, 1999                           $   9,086          $  2,969          $ 94,709         $ (29,724)       $ 61,254

Net income                                                                                           1,686
Cash dividends paid                                                               (4,182)
Issuance of Common Stock                         368                              21,593
                                           ---------          --------          --------         ---------        --------
Balance on
 July 4, 1999                              $   9,454          $  2,969          $112,120         $ (28,038)       $ 61,254
                                           =========          ========          ========         =========        ========




Balance on
 January 2, 2000                           $   9,454          $  2,969          $107,753         $ (26,483)       $ 61,254

Net income                                                                                           4,360
Cash dividends paid                                                               (4,367)
                                           ---------          --------          --------         ---------        --------
Balance on
 July 2, 2000                              $   9,454         $   2,969          $103,386         $ (22,123)       $ 61,254
                                           =========         =========          ========         =========        ========

</TABLE>


See Accompanying Notes to Consolidated Financial Statements

<PAGE>


Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
In Thousands

<TABLE>
<CAPTION>

                                                                                       First Half
                                                                              ----------------------------------
                                                                                     2000                1999
                                                                              ------------         -------------
<S>                                                                             <C>                   <C>
Cash Flows from Operating Activities
Net income                                                                      $    4,360            $    1,686
Adjustments to reconcile net income to net cash provided
 by (used in) operating activities:
  Depreciation expense                                                              32,314                28,914
  Amortization of goodwill and intangibles                                           7,330                 6,608
  Deferred income taxes                                                              2,452                   908
  Losses on sale of property, plant and equipment                                      618                 1,425
  Amortization of debt costs                                                           486                   378
  Amortization of deferred gain related to terminated
    interest rate swaps                                                               (282)                 (282)
  Undistributed losses (earnings) of Piedmont Coca-Cola
    Bottling Partnership                                                            (1,996)                1,545
  Increase in current assets less current liabilities                               (3,012)              (30,748)
  Increase in other noncurrent assets                                               (5,135)               (7,222)
  Increase (decrease) in other noncurrent liabilities                                2,506                (3,397)
  Other                                                                                470                    10
                                                                                ----------           -----------
Total adjustments                                                                   35,751                (1,861)
                                                                                ----------           -----------
Net cash provided by (used in) operating activities                                 40,111                  (175)
                                                                                ----------          ------------


Cash Flows from Financing Activities
Proceeds from issuance of long-term debt                                                                 250,183
Repayment of current portion of long-term debt                                     (25,527)              (30,085)
Proceeds from lines of credit, net                                                  11,200                23,600
Cash dividends paid                                                                 (4,367)               (4,182)
Payments on capital lease obligations                                               (2,487)               (2,409)
Debt fees paid                                                                                            (3,221)
Other                                                                                 (395)                 (204)
                                                                                ----------           -----------
Net cash provided by (used in) financing activities                                (21,576)              233,682
                                                                                ----------             ---------

Cash Flows from Investing Activities
Additions to property, plant and equipment                                         (22,910)             (213,663)
Proceeds from the sale of property, plant and equipment                              2,183                    60
Acquisitions of companies, net of cash acquired                                       (134)              (18,386)
                                                                                ----------           -----------

Net cash used in investing activities                                              (20,861)             (231,989)
                                                                                ----------             ---------
Net increase (decrease) in cash                                                     (2,326)                1,518

Cash at beginning of period                                                          9,050                 6,691
                                                                               -----------           -----------

Cash at end of period                                                           $    6,724            $    8,209
                                                                                ==========            ==========

Significant non-cash investing and financing activities:
  Issuance of Common Stock in connection with acquisition                                                 21,961
  Capital lease obligations incurred                                                 1,313                13,576

</TABLE>

See Accompanying Notes to Consolidated Financial Statements

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



1. Accounting Policies

The consolidated financial statements include the accounts of Coca-Cola Bottling
Co. Consolidated and its majority owned subsidiaries (the "Company"). All
significant intercompany accounts and transactions have been eliminated.

The information contained in the financial statements is unaudited. The
statements reflect all adjustments which, in the opinion of management, are
necessary for a fair statement of the results for the interim periods presented.
All such adjustments are of a normal, recurring nature.

The accounting policies followed in the presentation of interim financial
results are the same as those followed on an annual basis. These policies are
presented in Note 1 to the consolidated financial statements included in the
Company's Annual Report on Form 10-K for the year ended January 2, 2000 filed
with the Securities and Exchange Commission.

Certain prior year amounts have been reclassified to conform to current year
classifications.

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)


2. Summarized Income Statement Data of Piedmont Coca-Cola Bottling Partnership

On July 2, 1993, the Company and The Coca-Cola Company formed Piedmont Coca-Cola
Bottling Partnership ("Piedmont") to distribute and market soft drink products
primarily in portions of North Carolina and South Carolina. The Company and The
Coca-Cola Company, through their respective subsidiaries, each beneficially own
a 50% interest in Piedmont. The Company provides a portion of the soft drink
products to Piedmont at cost and receives a fee for managing the business of
Piedmont pursuant to a management agreement. Summarized income statement data
for Piedmont is as follows:

<TABLE>
<CAPTION>
                                                           Second Quarter                           First Half
                                                      -----------------------            ------------------------------
In Thousands                                            2000           1999                2000            1999
-----------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>            <C>                 <C>              <C>
Net sales                                              $78,766        $74,645             $144,218         $137,971
Gross margin                                            38,291         34,089               69,547           61,740
Income from operations                                   7,579          3,629               10,780            3,381
Net income (loss)                                        4,148            432                3,992           (3,090)
</TABLE>


3. Inventories

Inventories are summarized as follows:

<TABLE>
<CAPTION>


                                                                       July 2,      Jan. 2,      July 4,
In Thousands                                                            2000          2000        1999
----------------------------------------------------------------------------------------------------------
<S>                                                                    <C>          <C>          <C>
Finished products                                                      $27,311      $28,618      $30,251
Manufacturing materials                                                 11,870       11,424       13,313
Plastic pallets and other                                                4,209        4,694        5,208
                                                                       -------      -------      -------

Total inventories                                                      $43,390      $44,736      $48,772
                                                                       =======      =======      =======
</TABLE>



The amounts included above for inventories valued by the LIFO method were
greater than replacement or current cost by approximately $2.5 million, $3.3
million and $3.2 million on July 2, 2000, January 2, 2000 and July 4, 1999,
respectively.

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



4.  Property, Plant and Equipment

The principal categories and estimated useful lives of property, plant and
equipment were as follows:

<TABLE>
<CAPTION>

                                                              July 2,          Jan. 2,          July 4,        Estimated
In Thousands                                                   2000             2000             1999         Useful Lives
---------------------------------------------------------------------------------------------------------------------------
<S>                                                         <C>              <C>               <C>            <C>
Land                                                        $  12,389        $  12,251         $  11,856
Buildings                                                      95,440           96,072            82,945       10-50 years
Machinery and equipment                                        91,664           89,068            90,587        5-20 years
Transportation equipment                                      124,689          126,562           116,761        4-10 years
Furniture and fixtures                                         37,515           37,002            29,533        7-10 years
Vending equipment                                             292,500          291,844           279,872        6-13 years
Leasehold and land improvements                                42,025           41,379            34,538        5-20 years
Construction in progress                                        9,970            3,389            21,502
---------------------------------------------------------------------------------------------------------------------------
Total property, plant and equipment, at cost                  706,192          697,567           667,594
Less: Accumulated depreciation                                257,586          238,768           221,308
---------------------------------------------------------------------------------------------------------------------------

Property, plant and equipment, net                           $448,606         $458,799          $446,286
---------------------------------------------------------------------------------------------------------------------------
</TABLE>




5.  Leased Property Under Capital Leases

The category and terms of the capital leases were as follows:

<TABLE>
<CAPTION>
                                                               July 2,           Jan. 2,          July 4,
In Thousands                                                    2000              2000             1999            Terms
--------------------------------------------------------------------------------------------------------------------------
<S>                                                           <C>               <C>               <C>            <C>
Transportation and other equipment                            $  13,899         $  13,434         $  13,576      1-5 years
Less:  Accumulated amortization                                   4,024             2,649             1,208
--------------------------------------------------------------------------------------------------------------------------

Leased property under capital leases, net                    $    9,875         $  10,785         $  12,368
--------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



6. Long-Term Debt

Long-term debt is summarized as follows:

<TABLE>
<CAPTION>

                                                            Fixed(F) or
                                                  Interest     Variable    Interest       July 2,        Jan. 2,        July 4,
In Thousands                          Maturity     Rate        (V) Rate      Paid           2000          2000           1999
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>         <C>       <C>           <C>            <C>            <C>            <C>
Lines of Credit                        2002        7.38% -        V          Varies       $57,800        $46,600        $60,000
                                                   7.46%

Term Loan Agreement                    2004        7.14%          V          Varies        85,000         85,000         85,000

Term Loan Agreement                    2005        7.14%          V          Varies        85,000         85,000         85,000

Medium-Term Notes                      2000                       F          Semi-                        25,500         25,500
                                                                             annually

Medium-Term Notes                      2002        8.56%          F          Semi-         47,000         47,000         47,000
                                                                             annually

Debentures                             2007        6.85%          F          Semi-        100,000        100,000        100,000
                                                                             annually

Debentures                             2009        7.20%          F          Semi-        100,000        100,000        100,000
                                                                             annually

Debentures                             2009        6.38%          F          Semi-        250,000        250,000        250,000
                                                                             annually

Other notes payable                    2000        5.75% -        F          Varies        13,472         13,499         12,548
                                       2001       10.00%                                 --------      ---------       --------
                                                                                          738,272        752,599        765,048

Less: Portion of long-term debt payable within one year                                     3,243         28,635         25,530
-------------------------------------------------------------------------------------------------------------------------------

Long-term debt                                                                           $735,029       $723,964       $739,518
-------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>

    Coca-Cola Bottling Co. Consolidated
    Notes to Consolidated Financial Statements (Unaudited)



    6.  Long-Term Debt (cont.)

    It is the Company's intent to renew its lines of credit and borrowings under
    the revolving credit facility as they mature. To the extent that these
    borrowings do not exceed the amount available under the Company's $170
    million revolving credit facility, they are classified as noncurrent
    liabilities.

    On April 26, 1999, the Company issued $250 million of 10-year debentures at
    a fixed interest rate of 6.375% under the Company's $800 million shelf
    registration filed in January 1999. The net proceeds from this issuance were
    used principally for refinancing of short-term debt related to the purchase
    of leased assets with the remainder used to repay other debt.

    The Company had weighted average interest rates for its debt portfolio of
    7.2%, 7.0% and 6.7% as of July 2, 2000, January 2, 2000 and July 4, 1999,
    respectively. The Company's overall weighted average interest rate on
    long-term debt increased from an average of 6.3% during the second quarter
    of 1999 to an average of 7.3% during the second quarter of 2000. After
    taking into account the effect of all of the interest rate swap activities,
    approximately 38%, 35% and 32% of the total debt portfolio was subject to
    changes in short-term interest rates as of July 2, 2000, January 2, 2000 and
    July 4, 1999, respectively.

    A rate increase of 1% on the floating rate component of the Company's debt
    would have increased interest expense for the second quarter of 2000 by
    approximately $1.4 million and the net income for the second quarter ended
    July 2, 2000 would have been decreased by approximately $0.9 million.



<PAGE>


Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)


7.   Supplemental Disclosures of Cash Flow Information

Changes in current assets and current liabilities affecting cash, net of effect
of acquisition, were as follows:

<TABLE>
<CAPTION>

                                                                                            First Half
                                                                                -------------------------------
In Thousands                                                                         2000              1999
---------------------------------------------------------------------------------------------------------------
<S>                                                                              <C>                 <C>
Accounts receivable, trade, net                                                  $  (5,924)          $ (14,601)
Accounts receivable, The Coca-Cola Company                                             (92)                298
Accounts receivable, other                                                           7,972               2,564
Inventories                                                                          1,346              (6,891)
Prepaid expenses and other current assets                                           (5,105)             (2,562)
Accounts payable and accrued liabilities                                            (6,443)              2,826
Accounts payable, The Coca-Cola Company                                              2,413                (142)
Accrued compensation                                                                 2,563              (3,274)
Accrued interest payable                                                            (5,599)             (2,344)
Due to (from) Piedmont Coca-Cola Bottling Partnership                                5,857              (6,622)
                                                                                 ---------         -----------
Increase in current assets less current liabilities                              $  (3,012)          $ (30,748)
                                                                                 =========           =========
</TABLE>



8.  Restructuring

In November 1999, the Company announced a plan to restructure its operations by
consolidating sales divisions and reducing its workforce. Approximately 300
positions were eliminated as a result of the restructuring. The Company recorded
a pre-tax restructuring charge of $2.2 million in the fourth quarter of 1999,
which was funded by cash flow from operations.

The changes in the restructuring charge liability during the first half of 2000
were as follows:

<TABLE>
<CAPTION>


                                                              Accrued Liability       Amts. Paid in       Accrued Liability
In Thousands                                                   at Jan. 2, 2000       First Half 2000       at July 2, 2000
--------------------------------------------------------------------------------------------------------------------------
<S>                                                                  <C>                    <C>                <C>
Employee termination benefit costs                                   $  284                 $  278             $      6
Facility lease costs and related expenses                               330                     66                  264
                                                                    -------               --------              -------
                                                                     $  614                 $  344               $  270
                                                                     ======                 ======               ======
</TABLE>

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)


9.    Earnings Per Share

The following table sets forth the computation of basic net income per share and
diluted net income per share:

<TABLE>
<CAPTION>
                                                                       Second Quarter              First Half
                                                                    --------------------     ---------------------
In Thousands (Except Per Share Data)                                  2000         1999         2000          1999
------------------------------------------------------------------------------------------------------------------
<S>                                                                  <C>          <C>          <C>           <C>
Numerator:
Numerator for basic net income and diluted
  net income                                                         $6,317       $6,166       $4,360        $1,686

Denominator:
Denominator for basic net income per share -
  weighted average common shares                                      8,733        8,519        8,733         8,442

Effect of dilutive securities - stock options                           104          119           52           121
                                                                   --------     --------    ---------      --------

Denominator for diluted net income per share -
  adjusted weighted average common shares                             8,837        8,638        8,785         8,563
                                                                    =======      =======      =======       =======

Basic net income per share                                         $    .72     $    .72     $    .50      $    .20
                                                                   ========     ========     ========      ========

Diluted net income per share                                       $    .71     $    .71     $    .50      $    .20
                                                                   ========     ========     ========      ========
</TABLE>


10.    Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

<PAGE>

Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



11.   Commitments and Contingencies

The Company has guaranteed a portion of the debt for two cooperatives in which
the Company is a member. The amounts guaranteed were $36.6 million, $35.3
million and $30.3 million as of July 2, 2000, January 2, 2000 and July 4, 1999,
respectively.

The Company is involved in various claims and legal proceedings which have
arisen in the ordinary course of business. The Company believes that the
ultimate disposition of these claims will not have a material adverse effect on
the financial condition, cash flows or results of operations of the Company.


<PAGE>


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Introduction:

The following discussion presents management's analysis of the results of
operations for the second quarter and first six months of 2000 compared to the
second quarter and first six months of 1999 and changes in financial condition
from July 4, 1999 and January 2, 2000 to July 2, 2000. The results for interim
periods are not necessarily indicative of the results to be expected for the
year due to seasonal factors.

The Company reported net income of $6.3 million or $.72 per share for the second
quarter of 2000 compared with net income of $6.2 million or $.72 per share for
the same period in 1999. For the first half of 2000, net income was $4.4 million
or $.50 per share compared to net income of $1.7 million or $.20 per share for
the first half of 1999. The increase in earnings during the second quarter of
2000 compared with the same period in 1999 was driven primarily by higher net
selling prices per unit of 8% in the second quarter of 2000, offset somewhat by
additional costs related to enhancements to employee compensation programs and
lower levels of marketing funding from The Coca-Cola Company.

During July 2000, the Company agreed to sell certain bottling territory in
Kentucky and Ohio to another Coca-Cola bottler. The territory to be sold
represents approximately 3% of the Company's annual sales volume. The
transaction is subject to completion of a definitive purchase agreement and
regulatory approval.

Results of Operations:

Net selling price per case increased by approximately 8.5% and 9% for the second
quarter and first half of 2000, respectively, over comparable periods in 1999.
During the past three years, the Company's unit sales growth significantly
outpaced the soft drink industry average growth rate. However, its selling
prices did not keep pace with cost increases. As a result, operating margins
narrowed and net income declined in 1999. In 2000, the Company has increased
selling prices to cover increasing raw material costs, lower marketing funding
and higher fuel costs, and to improve operating margins.

Increases in net selling prices impacted unit sales volume in the second quarter
and first half of 2000. Unit sales volume declined 4.9% for the second quarter
and 4.8% for the first half of 2000. Excluding volume from territories acquired
during 1999, unit volume declined by approximately 6.8% in the second quarter
and 7% in the first half of the year. The declines in unit volume for the second
quarter and first half of 2000 were consistent with the Company's expectations.

As a result of the increase in selling prices and the decline in unit volume,
net sales in the second quarter of 2000 increased approximately 4% over the
second quarter of 1999. Excluding the effect of territories acquired in 1999,
net sales in the second quarter of 2000 increased by 2% from the same period in
1999.

Noncarbonated beverages unit volume grew during the first half of 2000 despite
significantly higher selling prices. Noncarbonated beverages which include
Dasani water, Fruitopia,

<PAGE>

POWERaDE and Cool from Nestea, accounted for 7% of the Company's product mix
during the first half of 2000, up from approximately 6% in the first half of
1999.

Cost of sales on a per unit basis increased approximately 2% in both the second
quarter and first half of 2000 over the same periods in 1999. The increase in
cost of sales is primarily due to raw material cost increases. The Company
anticipates that the cost of plastic bottles will increase during the third
quarter of 2000 as a result of recent increases in resin prices.

Gross margin increased by approximately 11% for the second quarter and 12.5% for
the first half of 2000, primarily as a result of the increases in net selling
prices as previously discussed. Excluding territories acquired in 1999, gross
margin increased by 9% in the second quarter and 10% in the first half of 2000.
Gross margin as a percentage of net sales in the second quarter of 2000
increased to 47.2% from 44.3% in the second quarter of 1999. Gross margin as a
percentage of sales for the first half of 2000 increased to 46.9% from 43.2% in
the prior year.

Selling, general and administrative expenses for the second quarter of 2000
increased approximately 12% over the second quarter of 1999 and increased
approximately 10% for the first half of 2000 over the first half of 1999. The
increase in selling, general and administrative expenses was due primarily to a
reduction in marketing funding from The Coca-Cola Company, enhancements to
employee compensation programs, higher fuel costs, costs associated with a
strike by employees in certain branches of the Company's West Virginia territory
(primarily security costs to protect Company personnel and assets) and
compensation expense related to a restricted stock award for the Company's
Chairman and Chief Executive Officer. A portion of the marketing funding from
The Coca-Cola Company has been changed for 2000 so that funding is more closely
tied to changes in unit volume. As a result, marketing funding was negatively
impacted by the decline in unit volume for the second quarter and first half of
2000. Total marketing funding from The Coca-Cola Company was reduced by 32% and
25% for the second quarter and first half of 2000, respectively, from the same
periods of 1999.

The Company recorded $0.9 million as compensation expense for the first half of
2000 related to a restricted stock award for the Company's Chairman and Chief
Executive Officer. The restricted stock award, which provides for 20,000 shares
of the Company's Class B Common Stock to be awarded annually if certain
performance requirements are met, was approved by the Company's stockholders in
May 1999. The performance requirements related to this stock award were not met
in 1999 and as a result, the award did not vest and no compensation expense was
recorded in 1999. Additional compensation expense of $2.2 million was also
recorded during the second quarter primarily for enhancements to certain
employee compensation programs to ensure the Company remained competitive for
talent in tight labor markets. Fuel costs increased by 27% in the second quarter
and 37% for the first half of 2000 compared to the same periods in 1999. The
increased fuel costs amounted to $0.4 million for the second quarter and $1.0
million for the first half of 2000.

Excluding the effect of territories acquired in 1999, the impact of reduced
marketing funding, enhancements to compensation programs, higher fuel prices and
the restricted stock award accrual, selling, general and administrative expenses
increased by approximately 1% for the second quarter of 2000 compared to the
second quarter of 1999.

The Company relies extensively on advertising and sales promotion in the
marketing of its products. The Coca-Cola Company and other beverage companies
that supply concentrate, syrups

<PAGE>

and finished products to the Company make substantial advertising expenditures
to promote sales in the local territories served by the Company. The Company
also benefits from national advertising programs conducted by The Coca-Cola
Company and other beverage companies. Certain of the marketing expenditures by
The Coca-Cola Company and other beverage companies are made pursuant to annual
arrangements. Although The Coca-Cola Company has advised the Company that it
intends to provide marketing funding support in 2000, it is not obligated to do
so under the Company's Master Bottle Contract. Total marketing funding and
infrastructure support from The Coca-Cola Company and other beverage companies
in the first half of 2000 and 1999 was $24.1 million and $31.3 million,
respectively.

Depreciation expense increased by approximately $2 million and $3.4 million
between the second quarter and first half of 2000, respectively, from the
comparable periods in 1999. The increase was due to significant capital
investments during 1999 that totaled $256.6 million. Of the total capital
expenditures in 1999, approximately $155 million related to the purchase of
vehicles and vending equipment that were previously leased under various
operating lease agreements.

Interest expense for the second quarter of 2000 of $13.6 million increased by
$1.2 million or 9% from the second quarter of 1999. Interest expense for the
first half of 2000 increased by $3.4 million or 14% over the same period in the
prior year. The increases are due to additional borrowings related to the
acquisition of three Coca-Cola bottlers during 1999 and higher average interest
rates on the Company's floating rate debt. The Company's overall weighted
average interest rate increased from an average of 6.3% during the first half of
1999 to an average of 7.3% during the first half of 2000.

Amortization of goodwill and intangibles expense of $7.3 million increased by
$0.7 million in the first half of 2000 as compared to the same period in 1999
due to the acquisition of three Coca-Cola bottlers during 1999.

In March 2000, at the end of a collective bargaining agreement in Huntington,
West Virginia, the Company and Teamsters Local Union 505 were unable to reach an
agreement on wages and benefits. The union elected to strike and other
Teamster-represented sales centers in West Virginia joined in a sympathy strike.
The Company used management and supervisory personnel to distribute products to
the Company's customers in the areas affected by the strike. The impacted
branches represent approximately 7% of the Company's annual sales volume. The
work stoppage initiated by Teamsters Local Union 505 ended in July when the
Company and the respective Teamster Locals entered into an "effects" labor
agreement. On August 7, 2000, all Teamster-represented employees returned to
work and to operations consistent with these agreements.

Changes in Financial Condition:

Working capital increased $26.7 million from January 2, 2000 and decreased $14.1
million from July 4, 1999 to July 2, 2000. The increase from January 2, 2000 is
primarily attributable to a reduction in the current portion of long-term debt
of $25.4 million. The decrease in the current portion of long-term debt reflects
the repayment of $25.5 million of the Company's Medium-Term Notes that matured
in March 2000. Other changes in the components of working capital that largely
offset one another included an increase in accounts receivable, trade of $5.9
million, a decrease in accounts receivable, other of $8.0 million, a decrease in
accounts payable and accrued liabilities of $6.4 million and an increase in
amounts due to Piedmont Coca-Cola Bottling Partnership ("Piedmont") of $5.9
million.

<PAGE>

Working capital decreased by $14.1 million from July 4, 1999 due to a change in
amounts due to (from) Piedmont of $14.8 million. Other changes in working
capital were generally offsetting. Significant changes in other components of
working capital included a decrease in the current portion of long-term debt of
$22.3 million, decreases in accounts receivable, trade of $6.9 million and
accounts receivable from The Coca-Cola Company of $3.7 million, a decrease in
inventories of $5.4 million and an increase in accounts payable and accrued
liabilities of $5.5 million. The decrease in the current portion of long-term
debt reflects the repayment of $25.5 million of the Company's Medium-Term Notes
that matured in March 2000.

Capital expenditures in the first half of 2000 were $22.9 million compared to
$213.7 million in the first half of 1999. Expenditures for the first half of
1999 include the purchase of approximately $155 million of previously leased
equipment completed during January 1999.

Long-term debt decreased by $26.8 million from July 4, 1999 and $14.3 million
from January 2, 2000. The decreases from the prior year and 1999 year-end are
due to increased cash flow. The Company has significantly reduced its capital
spending from higher levels in 1998 and 1999. With the reduced levels of capital
spending, excess cash flow generated by operations has been used to repay
long-term debt. The reduction in long-term debt has partially offset the impact
of higher interest rates and dampened increases in interest expense during 2000.

As of July 2, 2000, the Company had no amounts outstanding under its revolving
credit facility and $57.8 million outstanding under lines of credit.

In April 1999 the Company issued $250 million of 10-year debentures at a fixed
rate of 6.375% under a shelf registration statement filed in January 1999. The
Company subsequently entered into interest rate swap agreements totaling $100
million related to these debentures. The proceeds from the issuance of
debentures were used to refinance borrowings related to the buyout of operating
leases discussed above and other corporate borrowings.

In May 1999 the Company issued 368,482 shares of its Common Stock at $59.60 per
share in conjunction with the acquisition of Carolina Coca-Cola Bottling
Company.

As of July 2, 2000 the debt portfolio had a weighted average interest rate of
approximately 7.2% and approximately 38% of the total portfolio of $738 million
was subject to changes in short-term interest rates.

The Company intends to continue to evaluate growth through acquisitions of other
Coca-Cola bottlers. Acquisition related costs including interest expense and
non-cash charges such as amortization of intangible assets may be incurred. To
the extent these expenses are incurred and are not offset by cost savings or
increased sales, the Company's acquisition strategy may depress short-term
earnings. The Company believes that continued growth through acquisition will
enhance long-term stockholder value.

Sources of capital for the Company include operating cash flows, bank
borrowings, issuance of public or private debt and the issuance of equity
securities. Management believes that the Company, through these sources, has
sufficient financial resources available to maintain its current operations and
provide for its current capital expenditure and working capital requirements,
scheduled debt payments, interest and income tax liabilities and dividends for
stockholders.

<PAGE>

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, as well as information included in, or
incorporated by reference from, future filings by the Company with the
Securities and Exchange Commission and information contained in written
material, press releases and oral statements issued by or on behalf of the
Company, contains, or may contain, forward-looking management comments and other
statements that reflect management's current outlook for future periods. These
statements include, among others, statements relating to: our growth strategy
increasing long-term shareholder value; the sufficiency of our financial
resources to fund our operations and capital expenditure requirements; our
expectations concerning capital expenditures and our expectations that Year 2000
issues will not have a significant impact on our ongoing business operations.
These statements and expectations are based on the current available
competitive, financial and economic data along with the Company's operating
plans, and are subject to future events and uncertainties. Events or
uncertainties that could adversely affect future periods include, without
limitation: lower than expected net pricing resulting from increased marketplace
competition, an inability to meet performance requirements for expected levels
of marketing support payments from The Coca-Cola Company, material changes from
expectations in the cost of raw materials and ingredients, higher than expected
fuel prices, an inability to meet projections for performance in newly acquired
bottling territories and unfavorable interest rate fluctuations.

<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings

On August 3, 1999, North American Container, Inc. ("NAC") filed a Complaint For
Patent Infringement and Jury Demand (the "Complaint") against the Company and a
number of other defendants in the United States District Court for the Northern
District of Texas, Dallas Division, alleging that certain unspecified
blow-molded plastic containers used, made, sold, offered for sale and/or used by
the Company and other defendants infringes certain patents owned by the
plaintiff. NAC seeks an unspecified amount of compensatory damages for prior
infringement, seeks to have those damages trebled, seeks pre-judgment and
post-judgment interest, seeks attorney fees and seeks an injunction prohibiting
future infringement and ordering the destruction of all infringing containers
and machinery used in connection with the manufacture of the infringing
products. The original Complaint names forty-two other defendants, including
Plastipak Packaging, Inc., Constar International, Inc., Constar Plastics, Inc.,
Continental PET Technologies, Inc., Southeastern Container, Inc., Western
Container, Inc., The Quaker Oats Company and others. Additional defendants have
been added by amendment. The Complaint covers many channels of trade relevant to
the PET bottle industry, including licensors, manufacturers, bottlers, bottled
product manufacturers and retail sellers of end product.

The Company has provided its suppliers with notice that it will seek
indemnification from them for all damages it may incur in connection with this
proceeding. The Company has filed an answer to the Complaint, as amended, and
has denied the material allegations of NAC and seeks recovery of attorney fees
by having the case declared exceptional. The Company has also filed a
counterclaim seeking a declaration of invalidity and non-infringement. A claims
construction hearing is currently scheduled for December 4, 2000.

Item 4. Submission of Matters to a Vote of Security Holders

(a)      The Annual Meeting of the Company's stockholders was held on May 10,
         2000.

(b)      The meeting was held to consider and vote upon (i) electing three
         directors, each for a term of three years or until his successor shall
         be elected and shall qualify.

         The votes cast with respect to each director are summarized as follows:

<TABLE>
<CAPTION>
         Director Name                          For                  Withheld                Total Votes
         -------------                          ---                  --------                -----------
<S>                                          <C>                     <C>                     <C>
         H. W. McKay Belk                    51,991,146              135,281                 52,126,427
         H. Reid Jones                       51,996,834              129,594                 52,126,428
         John W. Murrey, III                 51,976,605              149,822                 52,126,427
</TABLE>



Item 6. Exhibits and Reports on Form 8-K

(a)      Exhibits

         Exhibit
         Number            Description
         ------            -----------

         4.1               The Registrant, by signing this report, agrees to
                           furnish the Securities and Exchange Commission, upon
                           its request, a copy of any instrument which defines
                           the rights of holders of long-term debt of the
                           Registrant and its subsidiaries for which
                           consolidated financial statements are required to be
                           filed, and which authorizes a total amount of
                           securities not in excess of 10 percent of total
                           assets of the Registrant and its subsidiaries on a
                           consolidated basis.

         27                Financial data schedule for period ended July 2,
                           2000.


(b)      Reports on Form 8-K

         None.



<PAGE>

                                   SIGNATURES


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, thereunto duly authorized.


                                      COCA-COLA BOTTLING CO. CONSOLIDATED
                                                (REGISTRANT)


Date: August 15, 2000                 By: /s/ David V. Singer
                                      ----------------------------------------
                                              David V. Singer
                                 Principal Financial Officer of the Registrant
                                                   and
                                   Vice President - Chief Financial Officer