Edgar Filing: MOLSON COORS BREWING CO

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

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MOLSON COORS BREWING COMPANY
(Name of Registrant as Specified In Its Charter)


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on May 29, 2013. Meeting Information MOLSON COORS BREWING COMPANY Meeting Type: Annual For holders as of: April 1, 2013 Date: May 29, 2013 Time: 11:00 a.m. Local Time Location: Molson Coors Brewing Company Montréal Brewery 1670 Notre Dame Street East Montréal, Québec Canada H2L 2R4 You are receiving this communication because you hold shares in Molson Coors Brewing Company and/or Molson Coors Canada Inc. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. MOLSON COORS BREWING COMPANY 1225 17TH STREET SUITE 3200 DENVER, CO 80202 M57841-P37140 See the reverse side of this notice to obtain proxy materials and voting instructions.

Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT ANNUAL REPORT ON FORM 10-K How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. . XXXX XXXX XXXX . XXXX XXXX XXXX Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 15, 2013 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods M57842-P37140 Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. . XXXX XXXX XXXX

Voting Items for Holders of Class A Common Stock or Class A Exchangeable Shares The Board of Directors recommends a vote "FOR" each of the director nominees listed and "FOR" Proposals 2, 3 and 4. 1. Election of Directors Nominees: 01) Francesco Bellini 02) Peter H. Coors 03) Christien Coors Ficeli 04) Brian D. Goldner 05) Franklin W. Hobbs 06) Andrew T. Molson 07) Geoffrey E. Molson 08) Iain J.G. Napier 09) Peter Swinburn 10) Douglas D. Tough 11) Louis Vachon 2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 28, 2013. 3. To approve, on an advisory basis, the compensation of the Company's named executive officers. 4. To approve an amendment to the Company's Restated Certificate of Incorporation to provide that the holders of our Class A common stock and Class B common stock shall vote together as a single class, on an advisory basis, on any proposal to approve the compensation of the Company's named executive officers presented at any annual meeting of stockholders held after January 1, 2014. 5. To transact such other business as may be brought properly before the meeting and any and all adjournments or postponements thereof. In their discretion, the proxies named herein (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class A Exchangeable Shares of Molson Coors Canada Inc. In order for Canadian Stock Transfer Company Inc. as administrative agent for CIBC Mellon Trust Company (CIBC Mellon) to vote or cause to be voted at the annual meeting of stockholders of Molson Coors Brewing Company to be held on May 29, 2013, all the voting rights related to the Class A Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on April 1, 2013, Broadridge (as agent for CIBC Mellon) must receive the stockholder's voting instructions via telephone, the Internet or mail, no later than 11:59 p.m. EDT on May 24, 2013 (the cut-off date). M57843-P37140

Voting Items for Holders of Class B Common Stock or Class B Exchangeable Shares The Board of Directors recommends a vote "FOR" each of the director nominees listed and "FOR" Proposal 4. 1. Election of Directors Nominees: 01) Roger Eaton 02) Charles M. Herington 03) H. Sanford Riley 4. To approve an amendment to the Company’s Restated Certificate of Incorporation to provide that the holders of our Class A common stock and Class B common stock shall vote together as a single class, on an advisory basis, on any proposal to approve the compensation of the Company’s named executive officers presented at any annual meeting of stockholders held after January 1, 2014. In their discretion, the proxies named herein (or either of them) are authorized to vote upon such other business as may properly come before the meeting. SPECIAL VOTING INSTRUCTIONS For Holders of Class B Exchangeable Shares of Molson Coors Canada Inc. In order for Canadian Stock Transfer Company Inc. as administrative agent for CIBC Mellon Trust Company (CIBC Mellon) to vote or cause to be voted at the annual meeting of stockholders of Molson Coors Brewing Company to be held on May 29, 2013, all the voting rights related to the Class B Exchangeable Shares of Molson Coors Canada Inc. held of record by the stockholder at the close of business on April 1, 2013, Broadridge (as agent for CIBC Mellon) must receive the stockholder's voting instructions via telephone, the Internet or mail, no later than 11:59 p.m. EDT on May 24, 2013 (the cut-off date). SPECIAL VOTING INSTRUCTIONS For Holders of Class B Common Share Equivalents Held in MillerCoors Retirement Plans In order for Fidelity Management Trust Company (Fidelity), as trustee of the MillerCoors LLC Savings and Investment Plan (the Plan), to vote or cause to be voted at the annual meeting of stockholders of Molson Coors Brewing Company to be held on May 29, 2013, all the voting rights related to the Class B Common Stock of Molson Coors Brewing Company, attributed to participants in the Plan at the close of business on April 1, 2013, Broadridge (as agent for Fidelity), must receive the stockholder's voting instructions via telephone, the Internet or mail, no later than 5:00 p.m. EDT on May 22, 2013 (the cut-off date). M57844-P37140

M57845-P37140

*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on May 29, 2013. Meeting Information MOLSON COORS BREWING COMPANY Meeting Type: Annual For holders as of: April 1, 2013 Date: May 29, 2013 Time: 11:00 a.m. Local Time Location: Molson Coors Brewing Company Montréal Brewery 1670 Notre Dame Street East Montréal, Québec Canada H2L 2R4 You are receiving this communication because you hold shares in Molson Coors Brewing Company and/or Molson Coors Canada Inc. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. MOLSON COORS CANADA INC. 1225 17TH STREET SUITE 3200 DENVER, CO 80202 M59196-P37141 See the reverse side of this notice to obtain proxy materials and voting instructions.

Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT ANNUAL REPORT ON FORM 10-K How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. . XXXX XXXX XXXX . XXXX XXXX XXXX Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 15, 2013 to facilitate timely delivery. How To Vote Please Choose One of the Following Voting Methods M59197-P37141 Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. . XXXX XXXX XXXX

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