EXHIBIT 10.6



                                                           Lease No. 940148

                 LEASE SCHEDULE AND ACCEPTANCE CERTIFICATE NO. 008

Reference is made to the Lease Agreement dated as of December 15, 1994
between BA LEASING & CAPITAL CORPORATION, as Lessor, and COCA-COLA
BOTTLING CO. CONSOLIDATED, as Lessee (together with the Appendix thereto,
the "Lease"; capitalized terms not otherwise defined herein having the
same meanings as in the Lease). The Lease is incorporated herein by
reference.

1. ACCEPTANCE; CONFIRMATIONS. Lessee confirms that (A) the equipment
described in Annex A to this Lease Schedule (the "Units") has been
delivered to, is in the possession of and is accepted by Lessee for
leasing under, and constitutes "Units" subject to and governed by, the
Lease, (B) the Units (i) have been fully inspected by qualified agents of
Lessee and are in good order, operating condition and repair, (ii) have
been properly installed (subject only to any minor undischarged
obligations of suppliers, manufacturers or installers thereof to promptly
update and conform the same as provided by their respective agreements
and warranties), (iii) meet all recommended or applicable safety
standards, (iv) are, as of the Delivery Date set forth below, available
for use and service by Lessee and Lessor, and (v) have been marked or
labeled showing Lessor's interest in the form and to the extent required
by the Lease and (C) Lessee must pay the rent and all other sums
provided for in the Lease with respect to such Units.

2. DELIVERY DATE; SCHEDULING DATE. The Delivery Date of the Units is
April 15, 1995.  The Scheduling Date of the Units is April 15, 1995.

3. TERM. The Term of the Lease with respect to the Units is comprised of
an Interim Term that begins on the Delivery Date and continues until July
1, 1995 (the "Base Date") and a Base Term that begins on the Base Date and
continues until July 1, 2003.

4. RENT. The total rents for the Units is $591,371.04, comprised of Base
Rent payable in 32 consecutive quarterly installments, with the first
such installment due three months following the Base Date. The Base Rent
installments are set forth in Annex B hereto.

5. CASUALTY VALUES. The Casualty Values for the Units are set forth in
Annex B hereto.

6. CHATTEL PAPER COUNTERPARTS. Two counterparts of this Lease Schedule
and Acceptance Certificate have been executed by the parties hereto. One
counterpart has been prominently marked "Lessor's Copy". One counterpart
has been prominently marked "Lessee's Copy". Only the counterpart marked
Lessor's Copy" shall evidence a monetary obligation of Lessee.

IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease Schedule
and Acceptance Certificate as of the Delivery Date set forth above.

Lessor:                              Lessee:

BA LEASING & CAPITAL CORPORATION     COCA-COLA BOTTLING CO. CONSOLIDATED

By: /s/ Sonia Delen                  By: Brenda B. Jackson
Title: Assistant Vice President      Title: Vice President & Treasurer

By: /s/ Eileen Uyematsu
Title: Vice President