Under the plan, shareholders of Coca-Cola Beverages would receive one new Hellenic share for every 9.5 shares currently held. The proposal also includes a partial cash alternative of 150 pence per Coca-Cola Beverages share.

Hellenic Bottling shareholders would hold a 56 per cent stake in the merged group, while Coca-Cola Beverages shareholders would own 44 per cent. The chairman of the new company will be appointed from Hellenic Bottling's board, while the chief executive will be Neville Isdell, chairman and chief executive of Coca-Cola Beverages.

Hellenic Bottling, which is 50.1 per cent-owned by Coca-Cola Co and is the US company's bottler in Greece. Coca-Cola of the US also owns 50.1 per cent of Coca-Cola Beverages, which madeits debut on the London Stock Exchange last year.

The merged group will be listed in Greece, Coca-Cola Beverages said. The company didn't say if this would result in it being delisted from the London stock market, but since Coca-Cola Beverages would no longer exist, analysts suggested the merged entity would have a single listing in Greece.

Hellenic Bottling is already one of the largest companies listed on the Athens stock exchange. It posted 1996 profit of $109 million on sales of $579 million. Its profit in the first half of 1997 rose 36 per cent from the year-earlier period to $67.6 million on sales of $301.2 million.

Coca-Cola Beverages, the largest bottler of carbonated soft drinks in Central and Eastern Europe, was formed when Australia's Coca-Cola Amatil spun off its European bottling operations into a company that simultaneously bought Coca-Cola Co.'s bottling operations in northern and central Italy.

Hellenic Bottling also has a presence in Eastern Europe, having alreadyexpanded its activities to Bulgaria, Armenia and the former Yugosalvia, and is currently negotiating the purchase of a bottling plant in Macedonia.

In early trading in London, Coca-Cola Beverages' stock was up 32 pence, or 28 per cent, at 146.5 pence.