Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  JOHNSTON SUMMERFIELD K III
2. Date of Event Requiring Statement (Month/Day/Year)
12/14/2004
3. Issuer Name and Ticker or Trading Symbol
COCA COLA ENTERPRISES INC [CCE]
(Last)
(First)
(Middle)
600 KRYSTAL BUILDING
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
12/14/2004
(Street)

CHATTANOOGA, TN 37402
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,686,598
D
 
Common Stock 1,329
I
By Custodian For Child
Common Stock 22,368
I
By 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Share Units-Stock Deferral Plan (1)   (2)   (2) Common Stock 312,981 $ (3) D  
1995 Stock Option Plan 01/03/1996 01/03/2005 Common Stock 25,800 $ 5.9584 D  
1996 Service Options - Plan 17 01/02/1997 01/02/2007 Common Stock 122,400 $ 9.0209 D  
1999 Premium/Svc Options - Tranch 1 01/04/2000 01/04/2009 Common Stock 14,000 $ 40.3218 D  
1999 Premium/Svc Options - Tranch 2 01/04/2000 01/04/2009 Common Stock 14,000 $ 46.37 D  
1999 Premium/Svc Options - Tranch 3 01/04/2000 01/04/2009 Common Stock 14,000 $ 53.3255 D  
1999 Premium/Svc Options - Tranch 4 01/04/2000 01/04/2009 Common Stock 14,000 $ 61.3243 D  
1999 Premium/Svc Options - Tranch 5 01/04/2000 01/04/2009 Common Stock 14,000 $ 70.5229 D  
1999 MIP Award (right to buy) 12/14/2004 01/04/2009 Common Stock 8,580 $ 35.0625 D  
2000 Grant 1999 Premium/Svc. Options - Tranch 1 12/14/2000 12/14/2009 Common Stock 34,000 $ 18.0938 D  
2000 Grant 1999 Premium/Svc. Options - Tranch 3 12/14/2000 12/14/2009 Common Stock 34,000 $ 23.9291 D  
2000 Grant 1999 Premium/Svc. Options - Tranch 5 12/14/2000 12/14/2009 Common Stock 34,000 $ 31.6462 D  
2000 Grant 1999 Premium/Svc. Options - Tranch 4 12/14/2000 12/14/2009 Common Stock 34,000 $ 27.5184 D  
2000 Grant 1999 Premium/Svc. Options - Tranch 2 12/14/2000 12/14/2009 Common Stock 34,000 $ 20.8079 D  
2000 MIP Grant (right to buy) 03/02/2004 01/14/2010 Common Stock 12,312 $ 21.25 D  
2001 Stock Option - Subgrant 1 01/02/2002 01/02/2011 Common Stock 23,400 $ 18.6563 D  
2001 Stock Option - Subgrant 2 01/02/2002 01/02/2011 Common Stock 23,400 $ 20.5219 D  
2001 Stock Option - Subgrant 3 01/02/2002 01/02/2011 Common Stock 23,400 $ 22.5741 D  
2001 Stock Option - Subgrant 4 01/02/2002 01/02/2011 Common Stock 23,400 $ 24.8315 D  
2001 Stock Option - Subgrant 5 01/02/2002 01/02/2011 Common Stock 23,400 $ 27.3147 D  
2002 Stock Options Grant (right to buy) 03/02/2004 02/01/2012 Common Stock 70,800 $ 16.11 D  
2003 Stock Option Award to Senior Executives 03/02/2004 02/17/2013 Common Stock 50,000 $ 20.795 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JOHNSTON SUMMERFIELD K III
600 KRYSTAL BUILDING
CHATTANOOGA, TN 37402
  X      

Signatures

By: E. Liston Bishop III, Attorney-in-Fact 01/12/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Form 3 amended to correct the number of phantom share units held in the Stock Deferral Plan.
(2) Pursuant to an election made at least six months prior to the transaction, the reporting person: either (1) (a) exercised options to acquire shares of common stock, and (b) deferred the receipt of such shares of common stock until after retirement. The exercise price was deemed to have been paid based on an attestation by the reporting person that he owned shares with an aggregate market price at least equal to the exercise price. The number of shares realized upon exercise of the option was reduced by that number of shares having a market value at the exercise date equal to the exercise price; or deferred the receipt of vested restricted shares until after retirement.
(3) 1 for 1

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