Edgar Filing: Molson Eric Herbert

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Molson Eric Herbert

2. Issuer Name and Ticker or Trading Symbol
MOLSON COORS BREWING CO [TAP.A; TAP]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O MOLSON COORS BREWING COMPANY, 311 10TH STREET, NH 311

3. Date of Earliest Transaction (Month/Day/Year)
05/12/2005

(Street)

GOLDEN, CO 80401-0300

4. If Amendment, Date Original Filed(Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock (non-voting)								234	I	By Pentland Securities (1981) Inc. ⁽⁹⁾
Class B Common Stock (non-voting)	05/12/2005		A		1,500	A	⁽¹⁵⁾	1,500	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class A Common Stock

⁽⁴⁾

02/09/2005

⁽¹⁾

Class B Common Stock

126

By U.S. Voting Trust ⁽⁵⁾

Class A exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class A Common Stock

928,612

By Canadian Voting Trust ⁽⁵⁾

Class A Common Stock ⁽³⁾

⁽⁴⁾

02/09/2005

⁽¹⁾

Class B Common Stock

928,612

By U.S. Voting Trust ⁽⁵⁾

Class A exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class A Common Stock

333,529

By Canadian Voting Trust ⁽⁶⁾

Class A Common Stock ⁽³⁾

⁽⁴⁾

02/09/2005

⁽¹⁾

Class B Common Stock

333,529

By U.S. Voting Trust ⁽⁶⁾

Class A exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class A Common Stock

6,964

By BAX Investments Limited ⁽⁷⁾

Class A Common Stock ⁽³⁾

⁽⁴⁾

02/09/2005

⁽¹⁾

Class B Common Stock

6,964

By BAX Investments Limited ⁽⁷⁾

Class A exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class A Common Stock

7,720

By DJS Holdings Ltd. ⁽⁸⁾

Class A Common Stock ⁽³⁾

⁽⁴⁾

02/09/2005

⁽¹⁾

Class B Common Stock

7,720

By DJS Holdings Ltd. ⁽⁸⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

1,724,566

By Pentland Securities (1981) Inc. ⁽⁹⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

619,411

By 4280661 Canada Inc. ⁽¹⁰⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

35,640

By Lincolnshire Holdings Limited ⁽¹¹⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

45,194

By 4198832 Canada Inc. ⁽¹²⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

143,698

By 6339522 Canada Inc. ⁽¹³⁾

Class B exchangeable shares of Molson Coors Canada Inc.

⁽⁴⁾

02/09/2005

⁽²⁾

Class B Common Stock

145,092

By 6339549 Canada Inc. ⁽¹⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Molson Eric Herbert C/O MOLSON COORS BREWING COMPANY 311 10TH STREET, NH 311 GOLDEN, CO 80401-0300	X	X

Signatures

Annita M. Menogan as agent for Eric H. Molson		05/16/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	No expiration date.
(2)	The Class A exchangeable shares and Class B exchangeable shares are redeemable by a subsidiary of Molson Coors Brewing Company at any time after February 9, 2045, for the corresponding class of Molson Coors Common Stock or, for non-affiliates only, the equivalent value in cash.
(3)	These shares of Class A Common Stock are not outstanding but are issuable upon conversion of the Class A exchangeable shares of Molson Coors Canada Inc.
(4)	The shares are convertible on a 1-for-1 basis.
(5)	These shares are owned indirectly through the respective Voting Trusts by Pentland Securities (1981) Inc., which is owned by Lincolnshire Holdings Limited and another stockholder. Lincolnshire Holdings Limited is wholly owned by the Reporting Person. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(6)	These shares are owned indirectly through the respective Voting Trusts by 4280661 Canada Inc., a wholly owned subsidiary of Pentland Securities (1981) Inc. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(7)	These shares are owned directly by BAX Investments Limited, which is controlled by the Trust u/w/o Thomas H.P. Molson. The Reporting Person is one of three trustees of the Trust, and his two sisters are the beneficiaries of the Trust. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(8)	These shares are owned directly by DJS Holdings Ltd., which is controled by the Trust u/w/o Thomas H.P. Molson. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(9)	These shares are owned directly by Pentland Securities (1981) Inc. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(10)	These shares are owned directly by 4280661 Canada Inc. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(11)	These shares are owned directly by Lincolnshire Holdings Limited.
(12)	These shares are owned directly by 4198832 Canada Inc., a wholly owned subsidiary of Lincolnshire Holdings Limited.
(13)	These shares are owned directly by 6339522 Canada Inc., a wholly owned subsidiary of BAX Investments Limited. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(14)	These shares are owned directly by 6339549 Canada Inc., a wholly owned subsidiary of DJS Holdings Ltd. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(15)	These shares were issued as a restricted stock unit under the Issuer's Incentive Compensation Plan and shall vest on the third anniversary following the date of grant, subject to acceleration or cancellation upon the occurrence of certain events.

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