MOLSON COORS BEVERAGE CO — Director's Dealing 2009

Aug 31, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOLSON COORS BREWING CO (TAP)
CIK: 0000024545
Period of Report: 2009-08-28

Reporting Person: Lincolnshire Holdings LTD (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-08-28	Forward Contract (right to sell)	$	J	400000	Acquired	2015-09-04	Class B Common Stock (400000)	Indirect

Footnotes

F1: On August 26, 2009, 4198832 Canada Inc. ("4198832"), a subsidiary of the reporting person, entered into an OTC forward
contract and a related confirmation, supplemented by a notice dated August 28, 2009, that provided the price terms of the
contract (collectively, the "Forward"), with an unaffiliated third party buyer ("Buyer") as part of a monetization
transaction (the "Transaction"). As part of the Transaction, an affiliate of Buyer ("Bank") has agreed to make a zero
coupon loan to 4198832 in the principal amount of $12,711,000 (the "Loan") that is payable in cash at the settlement of the
Forward. 4198832's obligations under the Loan and the Forward will be secured by a senior pledge to Bank of 400,000 Class B
exchangeable shares of Molson Coors Canada Inc. ("Exchangeable Shares"), a subsidiary of Molson Coors Brewing Company
("Molson Coors"), and 4198832's rights under the Forward.

F2: 4198832's obligations under the Forward are secured by a subordinate pledge to Buyer of 400,000 Exchangeable Shares. The
Exchangeable Shares are exchangeable at the option of the holder for shares of Class B common stock of Molson Coors ("Class
B Shares") on a one-for-one basis. Under the pledges, 4198832 may exchange the Exchangeable Shares for a like number of
Class B Shares obtained in exchange for Exchangeable Shares, which will become subject to the pledges (any shares subject to
the pledges, the "Pledged Shares"). 4198832 retained voting rights in the Pledged Shares and the right to any dividends or
distributions paid in cash on the Pledged Shares in any year, up to $0.96 per share.

F3: The purchase date of the Forward is September 4, 2015 (the "Purchase Date"), and settlement of the Forward will occur three
business days after the Purchase Date. The Forward provides for cash settlement. However, 4198832 may elect to switch from
cash settlement to settling the Forward by delivering 400,000 Class B Shares to Buyer (and, depending upon the availability
of certain exemptions from the prospectus requirements under Canadian securities laws, elect to switch from physical
settlement to cash settlement, and vice versa). Any such election must be made at least a specified number of days prior to
the Purchase Date, which depends on whether the Pledged Shares comprise Exchangeable Shares or Class B Shares and on certain
Canadian securities law considerations.

F4: Under the Forward, the "Relevant Price" will equal the average of the volume-weighted average per share price of the Class B
Shares for each of the five trading days immediately preceding the Purchase Date, and the "Forward Price" will equal the
Relevant Price, subject to a cap price of $58.37 ("Cap Price") and a floor price of $41.66 ("Floor Price").
Accordingly, (i) if the Relevant Price is greater than or equal to the Cap Price, the Forward Price will be equal to the Cap
Price, (ii) if the Relevant Price is less than or equal to the Floor Price, the Forward Price will be equal to the Floor
Price, and (iii) if the Relevant Price is between the Floor Price and the Cap Price, the Forward Price will be equal to the
Relevant Price.

F5: The Forward Price is subject further to downward adjustment by the amount of any cash dividends or cash distributions per
Pledged Share in excess of $0.96 per year and the value of any dividends or distributions on the Pledged Shares made other
than in cash.

F6: Under cash settlement of the Forward:
(i) if the Relevant Price is greater than the Forward Price, 4198832 will pay Buyer an amount equal to the difference
between the Relevant Price and the Forward Price, multiplied by 400,000;
(ii) if the Relevant Price is less than the Forward Price, then Buyer will pay 4198832 an amount equal to the
difference between the Forward Price and the Relevant Price, multiplied by 400,000; and
(iii) if the Relevant Price is equal to the Forward Price, then no payment will be due from either party, and the Forward
will terminate.
If the Forward is settled by physical delivery, 4198832 will deliver 400,000 Class B Shares to Buyer, and Buyer will pay
4198832 an amount equal to 400,000 multiplied by the Forward Price.