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


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


For the quarterly period ended         APRIL 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 Identification Number)
incorporation or organization)

              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 May 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>
                                                                          First Quarter
                                                              -----------------------------------
                                                                  2000                   1999
                                                              -----------            ------------
<S>                                                               <C>                      <C>
Net sales (includes sales to Piedmont of $15,691 and
 $15,181)                                                       $ 228,184               $ 220,263
Cost of sales, excluding depreciation shown below
 (includes $12,582 and $13,604 related to sales to Piedmont)      122,243                 128,111
                                                              -----------            ------------
Gross margin                                                      105,941                  92,152
                                                              -----------            ------------
Selling, general and administrative expenses, excluding
 depreciation shown below                                          74,242                  68,224
Depreciation expense                                               16,090                  14,648
Amortization of goodwill and intangibles                            3,664                   3,262
                                                              -----------            ------------
Income from operations                                             11,945                   6,018

Interest expense                                                   13,936                  11,695
Other income (expense), net                                        (1,019)                 (1,215)
                                                              -----------            ------------
Income (loss) before income taxes                                  (3,010)                 (6,892)
Income taxes (benefit)                                             (1,053)                 (2,412)
                                                              -----------            ------------
Net income (loss)                                             $    (1,957)            $    (4,480)
                                                              ===========             ===========

Basic net income (loss) per share                             $      (.22)            $      (.54)

Diluted net income (loss) per share                           $      (.22)            $      (.54)

Weighted average number of common
 shares outstanding                                                 8,733                   8,365

Weighted average number of common
 shares outstanding - assuming dilution                             8,733                   8,365

Cash dividends per share
 Common Stock                                                 $       .25             $       .25
 Class B Common Stock                                         $       .25             $       .25
</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>
                                                        April 2,         Jan. 2,          April 4,
                                                          2000            2000              1999
                                                       ----------       ----------        ----------
<S>                                                    <C>              <C>               <C>
ASSETS

Current Assets:
Cash                                                   $    6,622       $    9,050        $    6,654
Accounts receivable, trade, less allowance for
 doubtful accounts of $894, $850 and $611                  57,653           60,367            58,372
Accounts receivable from The Coca-Cola Company             11,878            6,018            13,279
Due from Piedmont Coca-Cola Bottling Partnership                                                 693
Accounts receivable, other                                  6,496           13,938             6,371
Inventories                                                44,355           44,736            43,035
Prepaid expenses and other current assets                  15,082           13,275            17,200
                                                       ----------       ----------        ----------
  Total current assets                                    142,086          147,384           145,604
                                                       ----------       ----------        ----------

Property, plant and equipment, net                        456,008          458,799           430,327

Leased property under capital leases, net                  10,821           10,785             9,306
Investment in Piedmont Coca-Cola Bottling Partnership      60,138           60,216            61,086
Other assets                                               73,030           69,824            53,403
Identifiable intangible assets, less accumulated
 amortization of  $130,551, $127,459 and $118,705         302,352          305,432           250,483
Excess of cost over fair value of net assets of
 businesses acquired, less accumulated
 amortization of  $33,713, $33,141 and $31,423             57,906           58,478            60,196
                                                       ----------       ----------        ----------
Total                                                  $1,102,341       $1,110,918        $1,010,405
                                                       ==========       ==========        ==========
</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>
                                                      April 2,         Jan. 2,         April 4,
                                                        2000            2000             1999
                                                     ----------      ----------       ----------
<S>                                                  <C>             <C>              <C>
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
Portion of long-term debt payable within one year    $    3,266      $   28,635       $  117,544
Current portion of obligations under capital leases       4,395           4,483            4,176
Accounts payable and accrued liabilities                 79,018          88,848           69,082
Accounts payable to The Coca-Cola Company                 5,275           2,346            8,103
Due to Piedmont Coca-Cola Bottling Partnership            3,110           2,736
Accrued compensation                                      6,257           7,160            5,897
Accrued interest payable                                 14,076          16,830            9,715
                                                     ----------      ----------       ----------
  Total current liabilities                             115,397         151,038          214,517
Deferred income taxes                                   124,055         125,109          118,247
Deferred credits                                          4,562           4,135            4,319
Other liabilities                                        71,269          69,765           59,695
Obligations under capital leases                          4,229           4,468            5,083
Long-term debt                                          754,530         723,964          599,329
                                                     ----------      ----------       ----------
  Total liabilities                                   1,074,042       1,078,479        1,001,190
                                                     ----------      ----------       ----------
Commitments and Contingencies (Note 11)

Stockholders' Equity:
Convertible Preferred Stock, $100.00 par value:
 Authorized-50,000 shares; Issued-None
Nonconvertible Preferred Stock, $100.00 par value:
 Authorized-50,000 shares; Issued-None
Preferred Stock, $.01 par value:
 Authorized-20,000,000 shares; Issued-None
Common Stock, $1.00 par value:
 Authorized-30,000,000 shares;
 Issued-9,454,626,  9,454,626 and 9,086,113 shares        9,454           9,454            9,086
Class B Common Stock, $1.00 par value:
 Authorized-10,000,000 shares;
 Issued-2,969,191,  2,969,191 and 2,969,222 shares        2,969           2,969            2,969
Class C Common Stock, $1.00 par value:
 Authorized-20,000,000 shares; Issued-None
Capital in excess of par value                          105,570         107,753           92,618
Accumulated deficit                                     (28,440)        (26,483)         (34,204)
                                                     ----------      ----------       ----------
                                                         89,553          93,693           70,469
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                             28,299          32,439            9,215
                                                     ----------      ----------       ----------
Total                                                $1,102,341      $1,110,918       $1,010,405
                                                     ==========      ==========       ==========
</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 loss                                                                     (4,480)
Cash dividends paid                                        (2,091)
                      ---------         --------         --------          ---------       -------
Balance on
 April 4, 1999        $   9,086         $  2,969         $ 92,618         $ (34,204)       $61,254
                      =========         ========         ========         =========        =======
Balance on
 January 2, 2000      $   9,454         $  2,969         $107,753         $ (26,483)       $61,254
Net loss                                                                     (1,957)

Cash dividends paid                                        (2,183)
                      ---------         --------         --------          ---------       -------
Balance on
 April 2, 2000        $   9,454         $  2,969         $105,570         $ (28,440)       $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 Quarter
                                                          ----------------------------
                                                             2000               1999
                                                          ----------         ---------
<S>                                                       <C>                <C>
Cash Flows from Operating Activities
------------------------------------
Net income (loss)                                         $  (1,957)         $  (4,480)
Adjustments to reconcile net income (loss) to net cash
 provided by (used in) operating activities:
  Depreciation expense                                       16,090             14,648
  Amortization of goodwill and intangibles                    3,664              3,262
  Deferred income taxes (benefit)                            (1,053)            (2,412)
  Losses on sale of property, plant and equipment               482                725
  Amortization of debt costs                                    246                150
  Amortization of deferred gain related to terminated
    interest rate swaps                                        (141)              (141)
  Undistributed losses of Piedmont Coca-Cola Bottling
    Partnership                                                  78              1,761
  Increase in current assets less current liabilities        (7,314)           (18,108)
  Increase in other noncurrent assets                        (3,525)            (1,978)
  Increase in other noncurrent liabilities                    2,422                804
  Other                                                        (203)              (126)
                                                          ---------        -----------
Total adjustments                                            10,746             (1,415)
                                                          ---------          ---------
Net cash provided by (used in) operating activities           8,789             (5,895)
                                                          ---------          ---------
Cash Flows from Financing Activities
------------------------------------
Proceeds from the issuance of long-term debt                 30,566            108,095
Increase (decrease) in current portion of long-term debt    (25,369)            87,429
Cash dividends paid                                          (2,183)            (2,091)
Payments on capital lease obligations                        (1,327)            (1,045)
Debt fees paid                                                                    (185)
Other                                                          (375)              (268)
                                                          ---------         ----------
Net cash provided by financing activities                     1,312            191,935
                                                          ---------           --------
Cash Flows from Investing Activities
------------------------------------
Additions to property, plant and equipment                  (13,322)          (186,101)
Proceeds from the sale of property, plant and equipment         952                 41
Acquisition of companies, net of cash acquired                 (159)               (17)
                                                          ---------       ------------
Net cash used in investing activities                       (12,529)          (186,077)
                                                          ---------           --------
Net decrease in cash                                         (2,428)               (37)
Cash at beginning of period                                   9,050              6,691
                                                          ---------         ----------
Cash at end of period                                     $   6,622          $   6,654
                                                          =========          =========
Significant non-cash financing activities
  Capital lease obligations incurred                          1,313             10,304
</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:

                                                        First Quarter
                                                 --------------------------
In Thousands                                        2000             1999
---------------------------------------------------------------------------
Net sales                                        $  65,452        $  63,326
Gross margin                                        31,256           27,651
Income (loss) from operations                        3,201             (248)
Net loss                                              (156)          (3,522)

3. Inventories

Inventories are summarized as follows:
                                        Apr. 2,         Jan. 2,       Apr. 4,
In Thousands                              2000           2000          1999
-----------------------------------------------------------------------------
Finished products                       $25,853        $28,618        $27,125
Manufacturing materials                  13,907         11,424         11,340
Plastic pallets and other                 4,595          4,694          4,570
                                        -------        -------        -------
Total inventories                       $44,355        $44,736        $43,035
                                        =======        =======        =======

Finished products and manufacturing materials are valued by the LIFO method. The
amounts included above for inventories valued by the LIFO method were greater
than replacement or current cost by approximately $2.8 million, $3.3 million and
$3.2 million on April 2, 2000, January 2, 2000 and April 4, 1999, respectively,
as a result of inventory premiums associated with certain acquisitions. Plastic
pallets and other inventories are valued by the first-in, first-out method.

<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>
                                                 Apr. 2,       Jan. 2,      Apr. 4,      Estimated
In Thousands                                      2000          2000          1999      Useful Lives
-----------------------------------------------------------------------------------------------------
<S>                                               <C>           <C>           <C>        <C>
Land                                           $  12,332     $  12,251     $  11,781
Buildings                                         95,911        96,072        81,566     10-50 years
Machinery and equipment                           88,749        89,068        88,933      5-20 years
Transportation equipment                         129,821       126,562        99,053      4-10 years
Furniture and fixtures                            37,398        37,002        27,978      7-10 years
Vending equipment                                291,357       291,844       272,508      6-13 years
Leasehold and land improvements                   41,503        41,379        34,203      5-20 years
Construction in progress                           9,530         3,389        22,556
------------------------------------------------------------------------------------
Total property, plant and equipment, at cost     706,601       697,567       638,578
Less: Accumulated depreciation                   250,593       238,768       208,251
------------------------------------------------------------------------------------
Property, plant and equipment, net              $456,008      $458,799      $430,327
------------------------------------------------------------------------------------
</TABLE>

5.  Leased Property Under Capital Leases

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

<TABLE>
<CAPTION>
                                              Apr. 2,       Jan. 2,     Apr. 4,
In Thousands                                   2000          2000         1999        Terms
----------------------------------------------------------------------------------------------
<S>                                           <C>          <C>         <C>         <C>
Transportation equipment and other equipment  $ 14,190     $ 13,434    $ 10,433    1 - 5 years
Less:  Accumulated amortization                  3,369        2,649       1,127
----------------------------------------------------------------------------------------------
Leased property under capital leases, net     $ 10,821     $ 10,785    $  9,306
----------------------------------------------------------------------------------------------
</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       April 2,       Jan. 2,     April 4,
In Thousands                         Maturity         Rate     (V) Rate        Paid           2000          2000         1999
-------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>            <C>      <C>           <C>            <C>           <C>          <C>
Lines of Credit                        2002           6.31%-      V           Varies        $ 77,300      $ 46,600     $177,014
                                                      6.61%
Revolving Credit                       2002                       V           Varies                                     85,000

Term Loan Agreement                    2004           6.58%       V           Varies          85,000        85,000       85,000

Term Loan Agreement                    2005           6.58%       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
                                                                              annually

Other notes payable                    2000 -         5.75%-      F           Varies          13,496        13,499       12,359
                                       2006          10.00%                                  -------       -------      -------
                                                                                             757,796       752,599      716,873
Less: Portion of long-term
 debt payable within one year                                                                  3,266        28,635      117,544
-------------------------------------------------------------------------------------------------------------------------------
Long-term debt                                                                              $754,530      $723,964     $599,329
-------------------------------------------------------------------------------------------------------------------------------
</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 January 22, 1999, the Company filed a new $800 million shelf registration for
debt and equity securities (which includes $200 million of unused availability
from a prior shelf registration). On April 26, 1999, the Company issued $250
million of 10-year debentures at a fixed rate of 6.375%. The Company
subsequently entered into interest rate swap agreements totaling $100 million
related to these debentures. 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 bank debt.

The Company had weighted average interest rates for its debt portfolio of 6.9%,
7.0% and 6.4% as of April 2, 2000, January 2, 2000 and April 4, 1999,
respectively. The Company's overall weighted average interest rate on long-term
debt increased from an average of 6.5% during the first quarter of 1999 to an
average of 7.2% during the first quarter of 2000. After taking into account the
effect of all of the interest rate swap activities, approximately 39%, 35% and
48% of the total debt portfolio was subject to changes in short-term interest
rates as of April 2, 2000, January 2, 2000 and April 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 first quarter of 2000 by approximately
$0.7 million and the net loss for the first quarter ended April 2, 2000 would
have been increased by approximately $0.5 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 the
effects of acquisitions, were as follows:

<TABLE>
<CAPTION>

                                                                   First Quarter
                                                       -------------------------------
In Thousands                                                2000               1999
--------------------------------------------------------------------------------------
<S>                                                      <C>                <C>
Accounts receivable, trade, net                          $  2,714           $  (1,155)
Accounts receivable, The Coca-Cola Company                 (5,860)             (3,188)
Accounts receivable, other                                  7,442               1,626
Inventories                                                   381              (2,025)
Prepaid expenses and other current assets                  (1,807)             (1,655)
Accounts payable and accrued liabilities                   (9,830)             (3,541)
Accounts payable, The Coca-Cola Company                     2,929               2,909
Accrued compensation                                         (903)             (4,342)
Accrued interest payable                                   (2,754)             (5,610)
Due to (from) Piedmont Coca-Cola Bottling Partnership         374              (1,127)
                                                        ---------           ---------

Increase in current assets less current liabilities      $ (7,314)           $(18,108)
                                                         ========            ========
</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 will be funded by cash flow from operations.

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

<TABLE>
<CAPTION>


                                           Accrued Liability       Amts. Paid in      Accrued Liability
In Thousands                                at Jan. 2, 2000       First Qtr. 2000       at Apr. 2, 2000
-------------------------------------------------------------------------------------------------------

<S>                                               <C>                    <C>                 <C>
Employee termination benefit costs                $  284                 $  263              $    21
Facility lease costs and related expenses            330                     22                  308
                                                 -------               --------              -------
                                                  $  614                 $  285               $  329
                                                  ======                 ======               ======
</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:
                                                            First Quarter
                                                        -----------------------
In Thousands (Except Per Share Data)                      2000          1999
-------------------------------------------------------------------------------

NUMERATOR:
Numerator for basic net income and diluted net income   $ (1,957)     $  (4,480)

DENOMINATOR:
Denominator for basic net income per share -  weighted
  average common shares                                    8,733          8,365

Effect of dilutive securities - Stock options (1)            *              *
                                                        --------      ---------

Denominator for diluted net income per share -
 adjusted weighted average common shares                   8,733          8,365
                                                        ========      =========

Basic net income per share                              $   (.22)     $    (.54)
                                                        ========      =========

Diluted net income per share                            $   (.22)     $    (.54)
                                                        ========      =========

* Antidilutive

(1) See Note 13 to the Consolidated Financial Statements included in the
    Company's 1999 Annual Report on Form 10-K.

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 $31.5 million, $35.3
million and $32.8 million as of April 2, 2000, January 2, 2000 and April 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 first three months of 2000 compared to the first three months
of 1999 and changes in financial condition from April 4, 1999 and January 2,
2000 to April 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 a net loss of $2.0 million or $.22 per share for the first
quarter of 2000 compared with a net loss of $4.5 million or $.54 per share for
the same period in 1999. The improvement in earnings for the first quarter of
2000 over the comparable period in 1999 was primarily due to an increase in net
selling price of approximately 9%. The increase in selling price was partially
offset by a decline in bottle and can volume.


RESULTS OF OPERATIONS:

Net selling price per unit in the first quarter of 2000 increased by
approximately 9%. During the past three years, the Company's unit sales growth
significantly outpaced the soft drink industry average growth rate but its
selling prices did not keep pace with cost increases. As a result, gross margins
narrowed and net income declined. In 2000, the Company increased selling prices
to cover increasing raw material costs, higher fuel costs and to improve
operating margins. The Company entered 2000 facing significantly higher
concentrate and container costs versus the prior year.

In the first quarter of 2000, the increase in selling price impacted unit sales
volume which declined by approximately 5%. Excluding volume from territories
acquired during 1999, unit volume declined by approximately 7.5%. First quarter
2000 unit volume was also negatively impacted by the shift of the Easter holiday
which occurred in the first quarter 1999 but will affect second quarter 2000 and
by severe inclement weather during the first half of February in a significant
portion of the Company's territory. The decline in unit volume in the first
quarter of 2000 was in line with the Company's expectations.

As a result of the increase in selling prices and the decline in unit volume,
net sales in the first quarter of 2000 increased approximately 4% over the first
quarter of 1999. Excluding the effect of territory acquired in 1999, net sales
in the first quarter of 2000 increased by 1% from the same period in 1999.

Noncarbonated beverages unit volume grew during the first quarter of 2000
despite significantly higher selling prices. Noncarbonated beverages, which
include Dasani water, Fruitopia, POWERaDE and Cool from Nestea, accounted for
6.3% of the Company's product mix during the first quarter of 2000, up from 5.7%
in the first quarter of 1999.

<PAGE>

Cost of sales on a per unit basis increased approximately 1% in the first
quarter of 2000 over the same period in 1999. The increase in cost of sales is
primarily due to raw material cost increases offset by a significant package mix
shift from bottles to cans. Beginning in April, the Company expects the cost of
plastic bottles to increase by approximately 5%.

Gross margin increased by approximately 15% primarily as a result of the 9%
increase in net selling price as previously discussed. Excluding territory
acquired in 1999, gross margin increased by 12.1% in the first quarter of 2000.
Gross margin as a percentage of net sales increased to 46% in the first quarter
of 2000.

Selling, general and administrative expenses for the first quarter of 2000
increased 9% over the first quarter of 1999. The increase in selling, general
and administrative expenses was due primarily to a reduction in marketing
funding from The Coca-Cola Company, higher fuel costs and an increase in costs
associated with territories acquired in 1999. Total marketing funding from The
Coca-Cola Company in the first quarter of 2000 was $2 million less than in the
same period in 1999. The criteria for a portion of marketing funding from The
Coca-Cola Company has been changed for 2000 and is more closely tied to changes
in unit volume, which was negatively impacted by the volume decline in the first
quarter. In addition, due to higher prices, fuel costs increased by 50% in the
first quarter of 2000 as compared to the same period in 1999, up approximately
$0.7 million. Also, the Company recorded $0.5 million as compensation expense in
the first quarter of 2000 related to a restricted stock award for the Company's
Chairman and Chief Executive Officer. No compensation expense was recorded in
1999 related to this stock award as the performance requirements were not met.

The Company is beginning to realize the benefits associated with the
restructuring which occurred in the fourth quarter of 1999. Excluding the effect
of: territories acquired in 1999, reduced marketing funding from The Coca-Cola
Company, higher fuel costs and the restricted stock award accrual, selling,
general and administrative expenses increased by only 1% in the first quarter of
2000 versus the first 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 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. Also, The Coca-Cola Company has agreed to provide additional
marketing funding under an amended multi-year program to support the Company's
cold drink infrastructure.

Depreciation expense increased by approximately $1.4 million between the first
quarter of 2000 and the first quarter of 1999. The increase was due to the
significant capital investments the Company made during 1999 which totaled $257
million. Of the total capital expenditures in 1999, approximately $155 million
related to the purchase of vehicles and vending equipment which were previously
leased under various operating lease agreements.

<PAGE>

Interest expense of $13.9 million increased by $2.2 million or 19% from the
first quarter of 1999. The increase is 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 6.5% during the
first quarter of 1999 to an average of 7.2% during the first quarter of 2000.

Amortization expense of $3.7 million increased by $0.4 million in the first
quarter of 2000 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 is using 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 net sales. For the first
quarter of 2000, the strike did not have a significant impact on the Company's
results from operations. However, if the strike continues, it could negatively
impact sales and profitability in subsequent periods.

CHANGES IN FINANCIAL CONDITION:

Working capital increased $30 million from January 2, 2000 and increased $96
million from April 4, 1999 to April 2, 2000. The increase from January 2, 2000
is primarily attributable to a decrease in the current portion of long-term debt
of $25 million and a decrease in accounts payable and accrued liabilities of $10
million, partially offset by a decrease in cash and accounts receivable, trade
of $5 million. The decrease in the current portion of long-term debt reflects
the payment of $25.5 million of the Company's Medium-Term Notes that matured in
March 2000. The Company used its informal lines of credit to facilitate this
payment.

Working capital increased by $96 million from April 4, 1999 due to a decrease in
the current portion of long-term debt of $114 million offset by increases in
accounts payable and accrued liabilities of $10 million and accrued interest of
$4 million. The decrease in the current portion of long-term debt was
attributable to the refinancing of short-term debt associated with the purchase
of approximately $155 million of leased equipment in January 1999. The increase
in accrued interest is due to the timing of interest payments on debentures
issued during the second quarter of 1999 which were used to refinance the
purchase of $155 million of equipment that was previously leased.

Capital expenditures in the first quarter of 2000 were $13 million compared to
$186 million in the first quarter of 1999. Expenditures for the first quarter of
1999 included the purchase of approximately $155 million of previously leased
equipment completed during January 1999. The Company expects its capital
spending in 2000 will be less than half of the total spent in 1999.

Long-term debt increased by $41 million from April 4, 1999 and $5 million from
January 2, 2000. The increase from April 4, 1999 was due to acquisitions of
three Coca-Cola bottlers during 1999 and

<PAGE>

significant capital spending during 1999. The increase from January 2, 2000 was
due to changes in working capital, primarily a reduction of accounts payable and
accrued liabilities.

As of April 2, 2000, the Company had no amounts outstanding under its revolving
credit facility and $77.3 million outstanding under its informal 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 net proceeds from the issuance of these
debentures were used to refinance borrowings related to the $155 million
purchase of assets previously leased, refinance certain maturing Medium-Term
Notes and repay other corporate borrowings.

As of April 2, 2000 the debt portfolio had a weighted average interest rate of
approximately 6.9% and approximately 39% of the total portfolio of $758 million
was subject to changes in short-term interest rates.

It is the Company's intent to continue to grow selectively 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 the continued growth through
acquisition will enhance long-term shareholder value.

The Company did not experience any significant malfunctions or errors in its
operating or business systems when the date changed from 1999 to 2000. Based on
operations since January 1, 2000, the Company does not expect any significant
impact to its ongoing business operations as a result of the Year 2000 issue.
However, Year 2000 compliance has many elements and potential consequences, some
of which may not be foreseeable or may be realized in future periods.
Consequently, there can be no assurance that unforeseen circumstances may not
arise, or that the Company will not in the future identify equipment or systems
which are not Year 2000 compliant. The Company is currently not aware of any
significant Year 2000 or similar problem that may have arisen with its key
customers, suppliers or other significant third parties.

Sources of capital for the Company primarily 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, dividends for stockholders and other cash needs.
<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 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.

         10.1     Can Supply Agreement, dated as of February 22, 2000 between
                  American National Can Company and the Company.*

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

(b)      Reports on Form 8-K

         A current report on Form 8-K was filed on February 22, 2000 related to
         the purchase of additional Common Stock of the Company by Coca-Cola
         Enterprises Inc.










         *  Indicates that a portion of the document is confidential and has
            been omitted and filed separately with the Securities and Exchange
            Commission in connection with a request for confidential treatment
            of such omitted material.

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