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October 8, 2015

VIA EDGAR TRANSMISSION

Ms. Tia L. Jenkins

Senior Assistant Chief Accountant

Office of Beverages, Apparel, and Mining

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: Coca-Cola FEMSA, S.A.B. de C.V.

Form 20-F for the Year Ended December 31, 2014

Response dated August 19, 2015

File No. 001-12260

Dear Ms. Jenkins:

By letter dated
September 10, 2015 and letter dated August 7, 2015, the staff of the Securities and Exchange Commission (the “SEC”)
provided additional comments on the annual report on Form 20-F for the fiscal year ended December 31, 2014, as filed on April 15,
2015 by Coca-Cola FEMSA, S.A.B. de C.V. (the “Company”). We submit today herewith, via EDGAR transmission, a
response to the SEC’s comment letter dated September 10, 2015.

For your convenience,
we have reproduced the SEC’s comments in bold and have provided the Company’s responses immediately below of each question.

Form 20-F for the Year Ended December 31,
2014

Item 18. Financial Statements, page 94

Notes to the Consolidated Statements, page
F-8

Note 9. Investments in Associates and Joint Ventures, page
F-35

 1. We note the reasons why you use the
equity method to recognize the effects on the financial position and comprehensive income of Coca-Cola FEMSA Philippines, Inc.
(“CCFPI”) in your response to comment one. Please describe to us purpose and design of CCFPI
(IFRS 10.B5 and B6), and include the following in your response:

    Ms. Tia L. Jenkins, page 1

CCFPI is a bottler in
the Philippines. Since 2007, it was a wholly-owned subsidiary of The Coca-Cola Company. In January 2013, the Company through a
wholly-owned subsidiary, acquired a 51% ownership interest in CCFPI and entered into a shareholders agreement with certain wholly-owned
subsidiaries of The Coca-Cola Company (the “Shareholders Agreement”) (Exhibit 4.27 of the Company’s annual
report on Form 20-F filed on March 15, 2013), whereby the Company and The Coca-Cola Company agreed that CCFPI would be jointly
managed and jointly controlled by the Company and The Coca-Cola Company for a four-year period ending on January 25, 2017 (the
“Four-Year Period”). At the time the Shareholders Agreement was executed, the Company and The Coca-Cola Company
considered the Four-Year Period as a reasonable period of time during which they would jointly operate CCFPI’s business.
Pursuant to this business arrangement, as explained below and in the response to question 2, CCFPI’s corporate governance
is effectively managed on a 50/50 basis; therefore, both the Company and The Coca-Cola Company jointly approve any ordinary or
extraordinary matter of CCFPI.

·
The reason(s) the board is split 4-3 if the design is to have
no party have unilateral power

Pursuant to the Shareholders
Agreement, notwithstanding the composition of CCFPI’s board of directors or the Company’s and The Coca-Cola
Company’s ownership interest in CCFPI, during the Four-Year Period, the Company and The Coca-Cola Company have
to jointly agree on any decision related to the annual normal operations plan (the “Annual Normal Operations Plan”),
which is the annual plan pursuant to which the business is operated to ensure the normal operation and the organic growth of the
business of CCFPI and its subsidiaries in the Philippines and which includes commercial strategies such as price, distribution
structure, portfolio of products, new product launches, overhead structure, general policies related to the operation and management
of the business, annual budget, cash flow strategy including debt and all necessary capital investments, capital expenditures,
contracts, sales, volume, total revenues, operating income, operating cash flow, raw materials costs, volume mix, promotions, discounts,
direct marketing expenses (DME) and compensation policies, as well as revenues and market share long term projections, long range
financial projections, operating income projections and macroeconomic assumptions, as well as any amendment or adjustment to the
Annual Normal Operations Plan, and on any ordinary matter related to CCFPI’s operations which includes pursuing claims or
any other incidental matter (the Annual Normal Operations Plan and any ordinary matter, jointly the “Relevant Activities”).

During the Four-Year
Period all Relevant Activities are decided jointly by the Company and The Coca-Cola Company at the board level, and CCFPI’s
management is circumscribed to such decisions.

    Ms. Tia L. Jenkins, page 2

To help illustrate how
significant is the participation of The Coca-Cola Company in the joint governance of CCFPI to approve any Relevant Activities,
please also consider the following:

 o In case The Coca-Cola Company and the Company
do not jointly agree on an Annual Normal Operations Plan, on any given year during the Four-Year Period, a dispute
resolution process would commence. In the event matters remain unresolved after such dispute resolution process, The Coca-Cola
Company may, at its sole discretion, exercise a call option to acquire all of the shares of CCFPI owned by the Company pursuant
to the Shareholders Agreement.

 o During the period in which discussions
are held between The Coca-Cola Company and the Company to try to resolve their differences regarding the Annual Normal Operations
Plan and the time of expiration of The Coca-Cola Company’s right to exercise its call option, the Company’s right to
exercise its call option (and its put option, as explained below), is suspended.

 o When an Annual Normal Operations Plan for
any period is not approved by the board of directors of CCFPI, the shareholders shall cause the board to approve a provisional
Annual Normal Operation Plan for such period, which shall provide that (i) to the extent the board agrees by the required vote
(which shall include the affirmative vote of The Coca-Cola Company’s directors) upon individual line items, such agreed
upon individual line items shall be included in such provisional Annual Normal Operations Plan, and (ii) to the extent that there
is no agreement by the required vote with respect to an individual line item in such Annual Normal Operations Plan, the individual
line item from the Annual Normal Operations Plan for the immediately preceding corresponding period shall be included, subject
to certain adjustments. The provisional Annual Normal Operations Plan is not deemed to resolve any disagreement, deadlock or impasse
matter.

Pursuant to the Shareholders
Agreement, the Company and The Coca-Cola Company agreed that the Company would have the right to appoint four members of the board
of directors of CCFPI. By having the right to appoint the majority of the board, the Company will eventually control CCFPI
upon the expiration of the Four-Year Period, by having the right to approve the Annual Normal Operations Plan, which is the key
document pursuant to IFRS 10.B.12 and to which CCFPI’s business is operated, and any other Relevant Activity without requiring
the approval or consent of The Coca-Cola Company.

By contrast,
following the Four-Year Period, only extraordinary matters (as detailed below) will require the joint approval of the Company
and The Coca-Cola Company either at the board level or at the shareholders level. Examples of such extraordinary matters
include: (A) if it is not specifically contemplated in the Annual Normal
Operations Plan, entering into agreements with respect to, or consummating, any acquisition, directly or indirectly (whether
by purchase, merger, consolidation or acquisition of stock or assets or otherwise), of any assets (whether tangible or
intangible), securities, properties, interests, or businesses, or approve any investment (whether by purchase of stock or
securities, contributions to capital, loans to, or property transfers) related to the normal operation or required to
assure the organic growth of the business of CCFPI and its subsidiaries, involving an amount in excess of US$18 million, and
(B) if it is not specifically contemplated in the Annual Normal Operations Plan, entering into any transaction related to the
normal operation or required to assure the organic growth of the business of the Company and its subsidiaries, to sell,
assign, lease, license, transfer, abandon or permitting to lapse or otherwise disposing of any real property or other
properties or assets, real, personal or mixed, whether tangible or intangible, involving an amount in excess of US$18
million.

    Ms. Tia L. Jenkins, page 3

·
The purpose and design behind the changes in decision-making
rights over time.

Considering the put option
of the Company as agreed per the Shareholders Agreement to sell to The Coca-Cola Company its 51% stake in CCFPI from the fifth
anniversary to the sixth anniversary of the closing of the acquisition (January 2013), and the fact that the Company had not previously
conducted business in CCFPI’s territories and Asia, The Coca-Cola Company conditioned the sale to the Company of the 51%
stake in CCFPI to have a period of time to participate jointly with the Company on the approval of any Relevant Activities of CCFPI.
As mentioned above, at the time the Company and The Coca-Cola Company entered into the Shareholders Agreement it was determined
that the Four-Your Period would be a reasonable period of time to address the concerns of The Coca-Cola Company.

 2. Please clarify the relevant activities
of CCFPI and how decisions about those activities are made, and include the following in your response:

·
Clarify what “joint approval” means when the board
is split 4-3. In this regard, does joint approval require that all 7 board members must agree or that at least one board member
appointed by The Coca-Cola Company (“KO”) must agree.

As explained in the response
to question number 1 above, during the Four-Year Period, CCFPI’s corporate governance is effectively managed on a 50/50 basis;
therefore, both the Company and The Coca-Cola Company jointly approve any Relevant Activity or extraordinary matter of CCFPI. “Joint
approval” means that at least one board member appointed by The Coca-Cola Company must agree and vote on any Relevant Activity
or extraordinary matter relating to CCFPI. This means that both the Company and The Coca-Cola Company must agree on all aspects
of CCFPI’s business during the Four-Year Period.

    Ms. Tia L. Jenkins, page 4

Following the Four-Year
Period, CCFPI will be able to approve the Relevant Activities by a majority of the board of directors, which majority may be comprised
only by directors appointed by the Company.

·
Tell us how often the board meets and describe to us the level
of detail of the budget that the board approves.

CCFPI’s board of
directors meets at least four times each calendar year, including immediately following the annual shareholders meeting of CCFPI
to formalize any matter addressed and approved by the stockholders meeting, such as the election of officers.

CCFPI’s board of
directors, in order to implement the commercial and operative strategies of the business and achieve CCFPI’s targeted goals,
approves an annual budget that is included in the Annual Normal Operations Plan, with the following level of detail: commercial
strategies such as price, distribution structure, portfolio of products, new product launches, overhead structure, general policies
related to the operation and management of the business, cash flow strategy, sales, volume, total revenues, operating income, operating
cash flow, capital expenditures, raw materials costs, volume mix, promotions, discounts, direct marketing expenses (DME) and compensation
policies, as well as revenues and market share long term projections, long range financial projections, operating income projections
and macroeconomic assumptions. Furthermore, the Company has follow-up quarterly board meetings to review the budget to, in its
case, make any adjustments to the previously approved Annual Normal Operations Plan, with the same level of detail and with the
required vote of the board as explained above.

·
Tell us whether KO has ever vetoed a past decision made by Coca-Cola
FEMSA, S.A.B. de C.V. (“KOF”).

·
Tell us how disputes are contractually handled, and describe
the nature of past disputes and the process of how they were resolved.

As of the date hereof,
The Coca-Cola Company and the Company have been able to agree on every decision relating to CCFPI, therefore the Company and The
Coca-Cola Company have had no disputes or deadlocks. Pursuant to the Shareholders Agreement, any dispute, deadlock or impasse between
the parties is subject to a dispute resolution process. As mentioned in the response to question number 1 above, during the Four-Year
Period, in the event that the board is unable to reach a decision on any Annual Normal Operations Plan by the required vote due
to the failure to jointly approve any such matter, either the Company or The Coca-Cola Company may deliver a written notice to
the other notifying the impasse or dispute. Following delivery of this notice, the shareholders will refer the matter to their
appointed officers, who shall try to resolve the matter. If the deadlocked matter is not resolved within 90 days, The Coca-Cola
Company may at its sole discretion exercise a call option to acquire all of the shares of CCFPI owned by the Company pursuant to
the Shareholders Agreement.

    Ms. Tia L. Jenkins, page 5

The Shareholders Agreement
includes similar provisions applicable to disagreements on decisions related to extraordinary matters described above.

 3. Please identify the individuals that
sit on the board and management of CCFPI, and clarify their relationship to KOF and/or KO. Also clarify the design and purpose
behind KO appointing the CFO and KOF appointing all other officers.

The current members of
the board of directors of CCFPI are:

        Name

        Role

        Voting member

        Appointed by

    Employee of the Company
    Employee of The Coca-Cola Company

    Washington Fabricio Ponce García
    Chairman and President and CEO
    Yes
    Company
    No
    -

    Juan Carlos Dominguez Gutiérrez
    Member
    Yes
    Company
    No
    -

    Patricia Gamboa
    Member
    Yes
    Company
    No
    -

    Andres Valverde
    Member
    Yes
    Company
    No
    -

    Sunil Ghatnekar
    Member
    Yes
    The Coca-Cola Company
    -
    Yes

    Johan Willem Maarten Jansen
    Member
    Yes
    The Coca-Cola Company
    -
    Yes

    Macaria Saldua
    Member
    Yes
    The Coca-Cola Company
    -
    Yes

    Terence Conrad Bello
    Corporate Secretary
    No
    The Coca-Cola Company
    -
    No

    Jerome Bonsol
    Assistant Corporate Secretary
    No
    Company
    No
    -

The principal executive
officers of CCFPI, which are employees of CCFPI, are the following:

 1. Washington Fabricio Ponce Garcia –
Chief Executive Officer (appointed by the Company)

    Ms. Tia L. Jenkins, page 6

 2. Sunil Gupta – Chief Financial Officer
(appointed by The Coca-Cola Company)

	The Coca-Cola Company
appoints (and may remove) the chief financial officer of CCFPI, who oversees and supervises CCFPI’s comptroller role, in
order to be actively involved in the day-to-day operations of the business and have access and manage the financial and operational
information of CCFPI, including following the Four-Year Period. The Company has the right to appoint (and remove) the chief executive
officer and all other officers since the Company, following the Four-Year Period, will eventually control CCFPI. All of CCFPI’s
officers act upon the decisions taken by the board of directors, which decision-making process is described in the responses to
questions 1 and 2 above.

 4. Please tell us how you considered the
related party relationship between KOF and KO in making your determination on consolidation. Refer to IFRS 10.B73 – 75 a