OFFERING MEMORANDUM CONFIDENTIAL - Coca Cola İçecek

2006........................................ 50,000 0.00200 50,000 0.00200(1) Dividends are paid in respect of prior financial years.(2) Represents amount paid.(3) Represents amount as adjusted for inflation for reporting in our consolidated financial statements.Historically, CCI has had relatively low levels of distributable income in its statutory books. Consequently, ourdividend policy from 1999 until 2003 was to pay dividends amounting to 100% of the distributable amount. Before 1999, ourpolicy was to reinvest distributable amounts in our business. With respect to 2003 and 2004, our distributable income was moresignificant, and we paid dividends in 2004 and 2005 amounting to 76.4% and 100% of the amount available for distribution,respectively based on our review of peer group dividends in 2004.It is the policy of our board of directors to propose to our shareholders to distribute 50% of our distributable profitsevery year provided that such practice is in compliance with the CMB regulations and does not conflict with our investment andfunding needs for the relevant period.The timing and amount of any future dividend payments will depend on our existing and future financial condition,results of operations, liquidity needs and other matters that we may consider relevant from time to time, including, withoutlimitation, capital expenditures, the market conditions in which we operate and equity market conditions.Regardless of its class, each of our shares entitles its holder to the same amount of dividend.We are subject to certain limitations with respect to distribution of dividends pursuant to a loan facility which isscheduled to mature on December 23, 2006. See "Management's Discussion and Analysis of Financial Condition and Results ofOperations—Future Liquidity, Financing Arrangements and Commitments—Borrowings and Capital Funding."To the extent we declare dividends in the future, we will pay those dividends solely in New Turkish Lira. Becauseexchange rates between the New Turkish Lira and the U.S. dollar fluctuate continuously, a holder of our Class C Shares will beexposed to currency fluctuations generally and particularly between the date on which dividends are declared and the date onwhich dividends are paid. Under current Turkish regulations, any dividends or other distributions paid in respect of the Class CShares will be subject to withholding taxes and the Turkish state fund levy. See "Taxation—The Republic of Turkey."EXCHANGE RATESThe Federal Reserve Bank of New York does not report a noon buying rate for the New Turkish Lira. For theconvenience of the reader, this offering memorandum presents unaudited translations of certain New Turkish Lira amounts intoU.S. dollars at the official New Turkish Lira bid rate announced by the Central Bank of the Republic of Turkey (the "CentralBank exchange rate"). Unless otherwise stated, any balance sheet data in the consolidated financial statements included in thisoffering memorandum have been translated from U.S. dollars into New Turkish Lira using the Central Bank exchange rate onthe date of such balance sheet for monetary assets and liabilities and at historical rates for non-monetary assets and liabilities.Any income statement data in the consolidated financial statements have been translated from U.S. dollars into New TurkishLira using average exchange rates during the relevant period. Unless otherwise indicated, the Central Bank exchange rate used inthis offering memorandum is the Central Bank exchange rate in respect of the date of the financial information being referred to.We make no representation that the New Turkish Lira or the U.S. dollar amounts in this offering memorandum could have beenor could be converted into U.S. dollars or New Turkish Lira, as the case may be, at any particular rate.Exchange rates for the Turkish Lira and New Turkish Lira have historically been and continue to be highly volatile.Although until February 2001 it was a stated policy of the Central Bank of the Republic of Turkey to devalue the New TurkishLira in line with the domestic inflation rate, the Central Bank of the Republic of Turkey has since adopted a floating exchangerate policy resulting in increased volatility in the value of the New Turkish Lira. The annual inflation rates in Turkey asmeasured by the percentage changes in the Turkish consumer price index for 2001, 2002, 2003, 2004 and 2005 were 54.4%,45.0%, 25.3%, 8.6% and 8.2%, respectively. The U.S. dollar increased against the New Turkish Lira at an average rate of 96.5%and 22.9% in 2001 and 2002, respectively, and decreased against the New Turkish Lira at an average rate of 0.8%, 4.7% and5.7% in 2003, 2004 and 2005, respectively.