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<SEC-DOCUMENT>0001275287-05-000489.txt : 20050209
<SEC-HEADER>0001275287-05-000489.hdr.sgml : 20050209
<ACCEPTANCE-DATETIME>20050209084118
ACCESSION NUMBER:		0001275287-05-000489
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20050209
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20050209
DATE AS OF CHANGE:		20050209

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MOLSON COORS BREWING CO
		CENTRAL INDEX KEY:			0000024545
		STANDARD INDUSTRIAL CLASSIFICATION:	MALT BEVERAGES [2082]
		IRS NUMBER:				840178360
		STATE OF INCORPORATION:			CO
		FISCAL YEAR END:			1228

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-14829
		FILM NUMBER:		05586029

	BUSINESS ADDRESS:	
		STREET 1:		P.O. BOX 4030, MAIL #NH375
		CITY:			GOLDEN
		STATE:			CO
		ZIP:			80401
		BUSINESS PHONE:		3032773271

	MAIL ADDRESS:	
		STREET 1:		311 10TH STREET
		CITY:			GOLDEN
		STATE:			CO
		ZIP:			80401

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	COORS ADOLPH CO
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>mc2012.txt
<TEXT>
================================================================================

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

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15 (d) of the
                         Securities Exchange Act of 1934

                Date of Report (Date of earliest event reported)

                                FEBRUARY 9, 2005

                          MOLSON COORS BREWING COMPANY
             (Exact name of registrant as specified in its charter)

            Delaware                    0-14829               84-0178360
  (State or other jurisdiction        (Commission         (I.R.S. Employer
        of incorporation)             File Number)       Identification No.)

                      311 10TH Street, Golden, Colorado 80401
               (Address of principal executive offices) (Zip Code)

                                 (303) 279-6565
               Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

================================================================================

<PAGE>

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On February 9, 2005, Molson Coors Brewing Company (formerly Adolph Coors
Company) issued a press release setting forth the earnings of Adolph Coors
Company for its fourth fiscal quarter of 2004 and the fiscal year ended December
26, 2004. A copy of the press release is being furnished as Exhibit 99.1
attached hereto and incorporated herein by reference.

ITEM 8.01.  OTHER EVENTS.

On February 9, 2005, Molson Coors Brewing Company issued a press release setting
forth the earnings of Molson Inc. for its third fiscal quarter ended December
31, 2004. A copy of the press release is being furnished as Exhibit 99.2
attached hereto and incorporated herein by reference. Summary financial
statements and other additional information of Molson Inc. covering this period
is furnished as Exhibit 99.3 to this report and is incorporated herein by
reference.

On February 9, 2005, Molson Inc. and Adolph Coors Company issued a joint press
release announcing the completion of the transactions to combine the two
companies into Molson Coors Brewing Company. A copy of the press release is
being furnished as Exhibit 99.4 to this report and is incorporated herein by
reference.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits:

        99.1    Press Release issued by Molson Coors Brewing Company, dated
                February 9, 2005, relating to Adolph Coors Company.
        99.2    Press Release issued by Molson Coors Brewing Company, dated
                February 9, 2005, relating to Molson Inc.
        99.3    Summary financial statements and other information of Molson
                Inc. relating to its third fiscal quarter ended December 31,
                2004.
        99.4    Press Release issued by Molson Inc. and Adolph Coors Company,
                dated February 9, 2005, announcing the completion of the merger
                to form Molson Coors Brewing Company.

<PAGE>

                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                   MOLSON COORS BREWING COMPANY

                                                   By:  /s/ Ronald A. Tryggestad
                                                       -------------------------
                                                       Ronald A. Tryggestad
                                                       Controller and
                                                       Chief Accounting Officer

Date:  February 9, 2005
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>mc2012ex991.txt
<TEXT>
                                                                    Exhibit 99.1

                    MOLSON COORS REPORTS ADOLPH COORS COMPANY
                    2004 FOURTH QUARTER AND FULL-YEAR RESULTS

     GOLDEN, Colo., Feb. 9 /PRNewswire-FirstCall/ -- Molson Coors Brewing
Company (NYSE: TAP; TSX) today announced the most recent financial results for
Adolph Coors Company, reporting higher consolidated net sales, net income and
earnings per share for the fourth quarter and full-year 2004.

    For the 13-week fourth quarter ended Dec. 26, 2004, the company reported
net sales of $1.1 billion, up 10.2 percent from the fourth quarter of 2003.
Fourth quarter 2004 sales volume increased 4.7 percent from the fourth quarter
2003.  Fourth quarter operating income of $90.9 million and net income of
$55.7 million increased 37.5 percent and 54.4 percent, respectively, from a
year ago.  Fourth quarter earnings per share were $1.45, up 48.0 percent from
a year earlier.  Earnings for fourth quarter 2004 benefited from solid beer
pricing and volume growth in the company's Americas and Europe segments, along
with one-time gains on asset sales totaling $19.2 million pretax, a lower
effective tax rate, and favorable foreign currency exchange rates.  These
results do not include Molson Inc. financial results for the quarter ended
December 2004, which were released separately.

     For the 52-week fiscal year ended Dec. 26, 2004, Adolph Coors Company
achieved consolidated net sales of $4.3 billion, a 7.6 percent increase from
2003. Reported sales volume totaled 32,703,000 U.S. barrels, or 38,376,000
hectoliters, in 2004, a 0.1 percent decrease from 2003. Net income for the full
year was $196.7 million, a 12.6 percent increase compared to full year 2003, and
earnings per share were $5.19, up 8.8 percent from the prior year.

     Leo Kiely, chief executive officer, said, "Overall, Adolph Coors Company
finished 2004 with good financial results in a very competitive industry
environment. In the U.S., despite very soft industry demand, our sales to retail
increased in the fourth quarter, partially driven by the comparison to lower
sales in the fourth quarter of 2003, when we faced U.S. supply-chain challenges.
Our volume trends also benefited from the introduction of Aspen Edge earlier
this year and strong growth from our Blue Moon and Zima XXX brands in the fourth
quarter. In addition, continued progress on productivity initiatives in our U.S.
operations enabled us to manage cost pressures, which were particularly
challenging in the areas of energy and packaging materials. In Canada, our Coors
Light business continued to deliver strong profit growth.

     "Our U.K. business achieved solid growth in volume, net sales and earnings
for the fourth quarter, despite higher distribution costs and continued declines
in sales of flavored alcohol beverages and non-owned beverage brands. Profit
growth in our Europe segment was driven by a gain on the sale of our Cape Hill
brewery property, strong volume performance from Carling and Grolsch, improved
pricing in both the on- and off-trade channels, and favorable foreign exchange
rates. For the full year, we gained market share in the U.K. in both the
on-trade and off-trade channels.

     "On a company-wide basis in the fourth quarter, we repaid about $127
million of debt, resulting in full-year debt repayments of $382 million. We have
now repaid $862 million of debt in the past three years, essentially all of our
short-term debt and more than half of the debt related to our 2002 CBL
acquisition.

     "Looking ahead, we will be simultaneously focused on improving the
fundamentals of our U.S. and U.K. businesses and on working with our new
colleagues from Molson to maximize the value opportunities presented by the
Molson Coors merger, which closed earlier today."

<PAGE>

     Americas Segment Results
     In the fourth quarter 2004, net sales in the Americas segment increased 9.0
percent from the fourth quarter a year ago. Fourth quarter sales volume for the
segment was up 4.2 percent from a year earlier, and wholesaler sales to retail
increased 1.0 percent. U.S. sales volume to wholesalers also increased 4.2
percent, while wholesaler sales to retail increased 0.8 percent compared to the
same period a year ago. Sales volume to wholesalers exceeded sales to retail
because the company's distributors started the fourth quarter of 2003 with high
beer inventories in anticipation of our supply-chain systems changeover that
quarter. Americas segment pretax earnings, up 74.6 percent from a year earlier,
partially benefited by one-time real estate sales of $11.7 million pretax in the
quarter. For the full year 2004, Americas segment net sales increased 3.0
percent from a year earlier. Americas segment sales volume for 2004 decreased
0.7 percent compared to the prior year, while sales to retail decreased 0.3
percent. U.S. sales volume and sales to retail decreased 0.8 percent and 0.2
percent, respectively, compared to full year 2003. Pretax income for the full
year 2004 increased 17.8 percent from 2003. The company's Coors Light business
in Canada achieved pretax earnings of $60.7 million for full year 2004, up 27.7
percent from 2003. Fourth quarter income of $15.7 million was 25.0 percent
higher than a year ago, driven by mid-single-digit volume growth in a tough
market, improved beer pricing, and a 7.3 percent appreciation in the Canadian
dollar versus the U.S. dollar during the quarter.

    Europe Segment Results
    In the fourth quarter 2004, the Europe segment achieved an 11.7 percent
increase in net sales from the fourth quarter of 2003.  Sales volume increased
5.5 percent versus a year ago, driven by the Carling brand growing at a
high-single-digit rate and Grolsch volume growing at a strong-double-digit
rate during the quarter.  Europe segment 2004 fourth quarter pretax income
increased to $60.7 million, up 25.2 percent from the prior year, driven by
solid volume growth, a one-time asset sale of $7.5 million pretax (reported as
a special credit on the company's income statement) and 9.3 percent
appreciation of the British pound versus the U.S. dollar.

     For the full year 2004, Europe segment net sales increased 14.7 percent and
sales volume increased 1.3 percent compared to full year 2003. Pretax earnings
for the segment in 2004 were $158.7 million, a 15.2 percent increase from the
prior year.

     Molson Coors Brewing Company will conduct a conference call with financial
analysts and investors at noon Eastern Time today to discuss the company's
year-end and fourth quarter results. A live webcast of the conference call will
be accessible via the company's website, www.molsoncoors.com. An online replay
of the conference call webcast will be available within two hours following the
live webcast until 11:59 p.m. Eastern Time on March 9, 2005.

     Forward-Looking Statements
     This press release includes "forward-looking statements" within the meaning
of the federal securities laws, commonly identified by such terms as "looking
ahead," "anticipates," "estimates" and other terms with similar meaning. It also
includes financial information, of which, as of the date of this press release,
the Company's independent auditors have not completed their audit. Subsequent
events may occur or additional information may arise that could have an effect
on the final year-end financial information. Although the Company believes that
the assumptions upon which the financial information and its forward-looking
statements are based are reasonable, it can give no assurance that these
assumptions will prove to be correct. Important factors that could cause actual
results to differ materially from the Company's projections and expectations are
disclosed in the Company's filings with the Securities and Exchange Commission.
These factors include, among others, changes in consumer preferences and product
trends; price discounting by major competitors; unanticipated expenses, margin
impact and other factors resulting from the implementation of our new supply
chain process; and increases in cost generally. All forward-looking statements
in this press release are expressly qualified by such cautionary statements and
by reference to the underlying assumptions. We do not undertake to publicly
update forward-looking statements, whether as a result of new information,
future events or otherwise.

<PAGE>

                              ADOLPH COORS COMPANY
                      SUMMARY OF OPERATIONS - CONSOLIDATED
                         4th QUARTER AND FULL YEAR 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                               Thirteen Weeks Ended         Fifty-two Weeks Ended
                           ---------------------------   ---------------------------
(In thousands, except        Dec. 26,       Dec. 28,       Dec. 26,       Dec. 28,
 per share data)               2004           2003           2004           2003
- ------------------------   ------------   ------------   ------------   ------------
<S>                        <C>            <C>            <C>            <C>
Barrels of beer and
 other beverages sold             8,284          7,913         32,703         32,735

Sales - domestic and
 international             $  1,546,886   $  1,396,803   $  5,819,727   $  5,387,220
Beer excise taxes              (419,581)      (373,931)    (1,513,911)    (1,387,107)
Net sales                     1,127,305      1,022,872      4,305,816      4,000,113

Costs and expenses:
  Cost of goods sold           (738,542)      (686,206)    (2,741,694)    (2,586,783)
    Gross profit                388,763        336,666      1,564,122      1,413,330

  Marketing, general
   and administrative          (305,362)      (270,524)    (1,223,219)    (1,105,959)
  Special item                    7,522             --          7,522             --
Operating income                 90,923         66,142        348,425        307,371

  Other income - net              7,063          2,106         12,946          8,397
  Interest expense
   - net                        (12,358)       (14,339)       (53,189)       (61,950)

Earnings before
 income taxes                    85,628         53,909        308,182        253,818
Income tax expense              (25,570)       (17,828)       (95,228)       (79,161)
Earnings before
 minority interest               60,058         36,081        212,954
Minority interest (1)            (4,340)            --        (16,218)            --
Net income                 $     55,718   $     36,081   $    196,736   $    174,657

Net income per
 share (basic)             $       1.49   $       0.99   $       5.29   $       4.81
Net income per
 share (diluted)           $       1.45   $       0.98   $       5.19   $       4.77

Weighted average number
 of shares o/s (basic)           37,471         36,376         37,159         36,338
Weighted average number
 of shares o/s (diluted)         38,376         36,726         37,909         36,596

Cash dividends declared
 per share                 $      0.205   $      0.205   $      0.820   $      0.820
</TABLE>

(1)  Minority interest is the minority owners' share of income generated in 2004
     by the Rocky Mountain Bottle Company (RMBC), Rocky Mountain Metal Container
     (RMMC), and Grolsch NV (Grolsch) joint ventures.

<PAGE>

                              ADOLPH COORS COMPANY
                        SUMMARY OF OPERATIONS - AMERICAs
                         4th QUARTER AND FULL YEAR 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                              Thirteen Weeks Ended       Fifty-two Weeks Ended
                           -------------------------   -------------------------
                             Dec. 26,      Dec. 28,      Dec. 26,      Dec. 28,
(In thousands)                 2004          2003          2004          2003
- ------------------------   -----------   -----------   -----------   -----------
<S>                        <C>           <C>           <C>           <C>
Barrels of beer and
 other beverages sold            5,305         5,090        22,208        22,374

Sales - domestic and
 international             $   693,685   $   641,144   $ 2,881,687   $ 2,813,866
Beer excise taxes              (94,040)      (90,781)     (400,649)     (404,271)
Net sales                      599,645       550,363     2,481,038     2,409,595

Costs and expenses:
  Cost of goods sold          (367,884)     (350,792)   (1,478,882)   (1,474,250)
    Gross profit               231,761       199,571     1,002,156       935,345

  Marketing, general
   and administrative         (187,012)     (168,457)     (760,623)     (717,622)
  Special item                      --            --            --            --
Operating income                44,749        31,114       241,533       217,723

  Other income - net            10,587           588        19,150         3,485
  Interest expense - net            --            --            --            --
Earnings before income
 taxes (1)                 $    55,336   $    31,702   $   260,683   $   221,208
</TABLE>

(1)  Earnings before income taxes in 2004 includes $3,284 and $13,015 for the
     thirteen and fifty-two weeks ended December 26, 2004, respectively, and
     represents the minority owners' share of income attributable to the RMBC
     and RMMC joint ventures.

<PAGE>

                              ADOLPH COORS COMPANY
                         SUMMARY OF OPERATIONS - EUROPE
                         4th QUARTER AND FULL YEAR 2004
                                   (Unaudited)

                             Thirteen Weeks Ended       Fifty-two Weeks Ended
                          -------------------------   -------------------------
                            Dec. 26,      Dec. 28,      Dec. 26,      Dec. 28,
(In thousands)                2004          2003          2004          2003
- -----------------------   -----------   -----------   -----------   -----------
Barrels of beer and
 other beverages sold           2,979         2,823        10,495        10,361

Sales - domestic and
 international            $   853,201   $   755,659   $ 2,938,040   $ 2,573,354
Beer excise taxes            (325,541)     (283,150)   (1,113,262)     (982,836)
Net sales                     527,660       472,509     1,824,778     1,590,518

Costs and expenses:
  Cost of goods sold         (370,658)     (335,414)   (1,262,812)   (1,112,533)
    Gross profit              157,002       137,095       561,966       477,985

  Marketing, general
   and administrative        (105,229)      (93,987)     (421,100)     (361,553)
  Special item                  7,522            --         7,522            --
Operating income               59,295        43,108       148,388       116,432

  Other income
   (expense) - net             (2,757)        1,205        (5,753)        4,114
  Interest income - net         4,196         4,196        16,024        17,156
Earnings before income
 taxes                    $    60,734   $    48,509   $   158,659   $   137,702

(1) Earnings before income taxes in 2004 includes $2,101 ($1,471, net of
    tax) and $6,854 ($4,798, net of tax) for the thirteen and fifty-two
    weeks ended December 26, 2004, respectively, and represents the
    minority owner's share of income attributable to the Grolsch joint
    venture.

<PAGE>

                              ADOLPH COORS COMPANY
                        SUMMARY OF OPERATIONS - CORPORATE
                         4th QUARTER AND FULL YEAR 2004
                                   (Unaudited)

                            Thirteen Weeks Ended       Fifty-two Weeks Ended
                         -------------------------   -------------------------
                           Dec. 26,      Dec. 28,      Dec. 26,      Dec. 28,
(In thousands)               2004          2003          2004          2003
- -----------------------  -----------   -----------   -----------   -----------
Barrels of beer and
 other beverages sold             --            --            --            --

Sales - domestic and
 international           $        --   $        --   $        --   $        --
Beer excise taxes                 --            --            --            --
Net sales                         --            --            --            --

Costs and expenses:
  Cost of goods sold              --            --            --            --
    Gross profit                  --            --            --            --

  Marketing, general
   and administrative        (13,121)       (8,080)      (41,496)      (26,784)
  Special item                    --            --            --            --
Operating loss               (13,121)       (8,080)      (41,496)      (26,784)

  Other income
   (expense) - net              (767)          313          (451)          798
  Interest expense
   - net                     (16,554)      (18,535)      (69,213)      (79,106)
Loss before income
 taxes                   $   (30,442)  $   (26,302)  $  (111,160)  $  (105,092)

(1) Loss before income taxes in 2004 includes $415 and $1,595 for the
    thirteen and fifty-two weeks ended December 26, 2004 and represents
    the minority owner's share of interest expense attributable to debt
    obligations of the RMMC joint venture.

SOURCE  Molson Coors Brewing Company

     -0-                             02/09/2005
     /CONTACT: News Media, Laura Sankey, 303-277-5035, or Investor
Relations, Dave Dunnewald, 303-279-6565, or Kevin Caulfield,
303-277-6894, both of Molson Coors Brewing Company/
     /Web site:  http://www.molsoncoors.com /
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>3
<FILENAME>mc2012ex992.txt
<TEXT>
                                                                    Exhibit 99.2

    MOLSON COORS ANNOUNCES RESULTS FOR MOLSON'S 3RD QUARTER OF FISCAL 2005

     MONTREAL, Feb. 9 /PRNewswire-FirstCall/ -- Molson Coors Brewing Company
(NYSE: TAP; TSX) today announced Molson Inc. fiscal 2005 third quarter results
for the three-month period ended December 31, 2004. All financial results are
unaudited, denominated in Canadian dollars, and presented in accordance with
Canadian generally accepted accounting principles (Canadian GAAP). Unaudited
financial statements and Management's Discussion & Analysis are available on the
Internet at www.molson.com.

     Molson Inc. Fiscal 2005 Third Quarter Highlights

      .   Consolidated operating profit (EBIT) of $62.7 million compared to
          operating profit of $115.3 million in the previous fiscal year.
          Excluding items noted below (1), consolidated operating profit totaled
          $106.8 million and EBIT in Canada was $110.0 million, lower by 7.4%
          and 5.2%, respectively

      .   Consolidated net earnings of $17.7 million, down from net earnings of
          $43.6 million a year earlier. Excluding items noted below (2), net
          earnings decreased to $51.9 million compared to $59.6 million

      .   Consolidated net earnings per share of $0.14 compared to $0.34 in the
          previous year. Excluding items noted below (2), net earnings per share
          decreased from $0.47 per share to $0.41 per share

      .   Cash flow from operating activities increased 18.1% to $15.0 million

      .   Consolidated net sales revenue flat at $623.2 million with Canada up
          2.3%

      .   Total Molson beer volume down 7.5%, Brazil volume down 11.1%, volume
          in Canada down 2.9%

      .   Total market share in Canada down 1.1 share points to 41.8% for the
          quarter, with core brand share slipping 0.5 share points.

      (1) The fiscal 2005 provisions for rationalization charge of $36.1 million
          and merger related costs of 8.0 million, both before minority
          interest.

      (2) The fiscal 2005 after-tax charge for provisions for rationalization of
          $36.1 million, merger related costs of $5.3 million and minority
          interest of $7.2 million. The fiscal 2004 $16.0 million non-cash
          increase in future income tax liabilities.

Third Quarter Financial Performance

                                Sales From External Customers
                  -------------------------------------------------------
                  Three months   Three months   Nine months   Nine months
                     ended          ended          ended         ended
(Dollars in         Dec. 31,       Dec. 31,       Dec. 31,      Dec. 31,
 millions)            2004           2003           2004          2003
- ---------------   ------------   ------------   -----------   -----------
Canada                   634.4          620.4       2,112.3       2,116.1
Brazil                   220.9          240.8         532.7         568.0
United States             14.9           15.8          57.1          59.1
Consolidated             870.2          877.0       2,702.1       2,743.2

                                      Net Sales Revenue
                  -------------------------------------------------------
                  Three months   Three months   Nine months   Nine months
                     ended          ended          ended         ended
(Dollars in         Dec. 31,       Dec. 31,       Dec. 31,      Dec. 31,
 millions)            2004           2003           2004          2003
- ---------------   ------------   ------------   -----------   -----------
Canada                   493.1          482.0       1,652.3       1,643.9
Brazil                   117.5          128.1         271.7         307.1
United States             12.6           13.2          48.6          49.7
Consolidated             623.2          623.3       1,972.6       2,000.7

<PAGE>

                                                EBITDA
                       -------------------------------------------------------
                       Three months   Three months   Nine months   Nine months
                          ended          ended          ended         ended
(Dollars in              Dec. 31,       Dec. 31,       Dec. 31,      Dec. 31,
 millions)                 2004           2003           2004          2003
- --------------------   ------------   ------------   -----------   -----------
Canada                        120.9          126.2         452.3         463.0
Brazil                          3.3            4.5         (38.4)         16.6
United States                  (1.1)          (1.0)         (3.4)         (2.7)
Totals before the
 following:                   123.1          129.7         410.5         476.9
Impairment charge                --             --        (210.0)           --
Merger related costs
 and provisions for
 rationalization              (44.1)            --         (63.5)        (36.3)
Consolidated                   79.0          129.7         137.0         440.6

                                                 EBIT
                       -------------------------------------------------------
                       Three months   Three months   Nine months   Nine months
                           ended         ended          ended         ended
(Dollars in              Dec. 31,       Dec. 31,      Dec. 31,      Dec. 31,
 millions)                 2004            2003          2004          2003
- --------------------   ------------   ------------   -----------   -----------
Canada                        110.0          116.0         417.6         429.1
Brazil                         (2.0)           0.3         (55.2)          2.2
United States                  (1.2)          (1.0)         (3.5)         (2.8)
Totals before the
 following:                   106.8          115.3         358.9         428.5
Impairment charge                --             --        (210.0)           --
Merger related costs
 and provisions for
 rationalization              (44.1)            --         (63.5)        (36.3)
Consolidated                   62.7          115.3          85.4         392.2

     For the quarter ended December 31, 2004, net sales revenue was virtually
flat at $623.2 million compared to $623.3 million for the same period last year
reflecting lower net sales in Brazil mainly due to lower volumes, offset by
higher net sales in Canada. Consolidated brewing volume decreased by 7.5% to
5.37 million hectolitres versus 5.82 million hectolitres for the same period
last year with volume down by 2.9% and 11.1% in Canada and Brazil respectively.

     The Corporation recorded a consolidated operating profit of $62.7 million
for the three months ended December 31, 2004, as a result of non-recurring
charges that totaled $44.1 million, including the closure of the Queimados
brewery in Brazil and Molson Coors merger costs. These charges excluded, the
Corporation recorded a quarterly operating profit of $106.8 million.

     Net interest expense for the quarter was $23.6 million, which was $1.3
million higher than the prior year reflecting higher debt and obligations in
Brazil partially offset by an overall decrease in average debt and related
interest expense in Canada.

     The consolidated net earnings for the quarter were $17.7 million, down from
net earnings of $43.6 million for the same period last year and net earnings per
share were $0.14 versus net earnings per share of $0.34 in the previous year.
Excluding the third quarter non-recurring items, net earnings were $51.9
million, and net earnings per share totaled $0.41 per share.

     Cash provided from operating activities remained relatively strong and
totaled $15.0 million and was 18.1% higher than the corresponding quarter last
year owing to improved working capital, partially offset by lower net earnings
and increased pension funding.

<PAGE>

Third Quarter Operational Performance

Volume

                               Three months ended    Nine months ended
                                    December 31          December 31
                               ------------------   ------------------
                                  2004      2003       2004      2003
(Hectolitres in millions)      Estimated   Actual   Estimated   Actual
- ----------------------------   ---------   ------   ---------   ------
Industry volume in Canada(i)        5.31     5.33       17.30    17.34
Molson (Canada)                     2.22     2.29        7.32     7.64
Molson production for
 shipment to the
 United States                      0.36     0.39        1.28     1.38
Brazil                              2.79     3.14        6.89     7.55
Total Molson volume                 5.37     5.82       15.49    16.57

(i) Sources: Brewers of Canada, provincial liquor authorities and industry
    distribution companies.

     Canada
     Third quarter operating profit in Canada totaled $110.0 million, excluding
the merger related costs of $8.0 million. The 5.2% decline in EBIT was
attributable to increased selling and pension costs as well as the strengthening
of the value segment in certain regional markets. Including non-recurring costs,
EBIT totaled $102.0 million, down 12.1% compared to the corresponding period
last year.

     Market Share (%)

                               Three months ended    Nine months ended
                                    December 31          December 31
                               ------------------   ------------------
                                  2004      2003       2004      2003
                               Estimated   Actual   Estimated   Actual
                               ---------   ------   ---------   ------
Including sales of imports:
  Canada                            41.8     42.9        42.3     44.1
    Quebec/Atlantic                 42.8     42.2        42.8     43.7
    Ontario/West                    41.2     43.3        42.0     44.3

(i) Sources: Brewers of Canada, provincial liquor authorities and industry
    distribution companies.

     Brazil
     Brazil's EBIT in the quarter was negatively impacted by higher sales centre
costs, as well as lower volumes, but partially offset by lower marketing and
other costs as a result of the timing of certain marketing and other programs.

     Total estimated Molson market share in Brazil was 9.7% for the three-month
period ended December 31, 2004, compared to 12.1% for the same period last year,
according to ACNielsen data.

     United States
     Overall, Molson's total and Canadian(R) trademark volumes in the United
States for the quarter ended December 31, 2004, were down 5.6% and 11.8%,
respectively, compared to the same period last year.

                         See www.molson.com for complete
      Unaudited Financial Statements and Management's Discussion & Analysis

     Molson Coors Brewing Company is the fifth-largest brewer in the world, with
pro-forma combined annual volume of 60 million hectoliters and net sales of more
than US$6 billion. Molson Coors has a leading market share in Canada and in the
U.K., a growth profile in the U.S. and an emerging market opportunity in Brazil,
as well as a portfolio of well-established brands including Molson Canadian,
Coors Light and Carling. Founded by pioneering families and tracing its roots
back to 1786, Molson Coors Brewing Company has 18 breweries and 15,000 employees
worldwide.

<PAGE>

     This press release contains forward-looking statements reflecting
management's current expectations regarding future operating results, economic
performance, financial condition and achievements of the Corporation.
Forward-looking statements are subject to certain risks and uncertainties and
actual results may differ materially. These risks and uncertainties are detailed
in Molson filings with the appropriate securities commissions and include risks
related to foreign exchange, commodity prices, tax matters, foreign investment
and operations as well as contingent liabilities. The Corporation undertakes no
obligation to update or revise any forward-looking statements publicly.

SOURCE  Molson Coors Brewing Company
     -0-                             02/09/2005
     /CONTACT:  Media, Sylvia Morin, Senior Vice President, Corporate Affairs,
+1-514-590-6345, or Investors and Analysts, Danielle Dagenais, Vice President,
Investor Relations, +1-514-599-5392, both of Molson Coors Brewing Company/
     /Web site:  http://www.molson.com /
     (TAP TAP.)
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>4
<FILENAME>mc2012ex993.txt
<TEXT>
                                                                    Exhibit 99.3

MOLSON INC.

MANAGEMENT'S DISCUSSION & ANALYSIS

This Management's Discussion and Analysis contains forward-looking statements
reflecting management's current expectations regarding future operating results,
economic performance, financial condition and achievements of the Corporation.
Forward-looking statements are subject to certain risks and uncertainties and
actual results may differ materially. These risks and uncertainties are detailed
in Molson filings with the appropriate securities commissions and include risks
related to foreign exchange, commodity prices, tax matters, foreign investment
and operations as well as contingent liabilities. The Corporation undertakes no
obligation to update or revise any forward-looking statements publicly.

The following comments are intended to provide a review and analysis of the
Corporation's results of operations and financial position for the three and
nine months ended December 31, 2004 in comparison with the three and nine months
ended December 31, 2003, and should be read in conjunction with the consolidated
financial statements and accompanying notes. Unless otherwise indicated, all
amounts are expressed in Canadian dollars.

Overview

<TABLE>
<CAPTION>
                                                            Three months ended    Nine months ended
                                                                December 31           December 31
                                                           -------------------   ---------------------
(Dollars in millions, except per share amounts)              2004       2003       2004       2003
- --------------------------------------------------------   --------   --------   ---------   ---------
<S>                                                        <C>        <C>        <C>         <C>
Sales and other revenues                                   $  870.2   $  877.0   $ 2,702.1   $ 2,743.2
Brewing excise and sales taxes                                247.0      253.7       729.5       742.5
                                                           --------   --------   ---------   ---------
Net sales revenue                                          $  623.2   $  623.3   $ 1,972.6   $ 2,000.7
                                                           --------   --------   ---------   ---------
Earnings before interest, income taxes and
 amortization (EBITDA) and the under-noted                 $  123.1   $  129.7   $   410.5   $   476.9
Impairment charge                                                --         --       210.0          --
Merger related costs and provisions for rationalization        44.1         --        63.5        36.3
                                                           --------   --------   ---------   ---------
EBITDA                                                         79.0      129.7       137.0       440.6
Amortization of capital assets                                 16.3       14.4        51.6        48.4
                                                           --------   --------   ---------   ---------
Earnings before interest and income taxes (EBIT)               62.7      115.3        85.4       392.2
Net interest expense                                           23.6       22.3        66.5        70.0
Income tax expense                                             31.2       50.5       116.9       139.1
                                                           --------   --------   ---------   ---------
Earnings (loss) before minority interest                        7.9       42.5       (98.0)      183.1
Minority interest                                               9.8        1.1        66.1        11.7
                                                           --------   --------   ---------   ---------
Net earnings (loss)                                        $   17.7   $   43.6   $   (31.9)  $   194.8
                                                           --------   --------   ---------   ---------
Basic net earnings (loss) per share                        $   0.14   $   0.34   $   (0.25)  $    1.53
Diluted net earnings (loss) per share                      $   0.14   $   0.34   $   (0.25)  $    1.52
Dividends per share                                        $   0.15   $   0.14   $    0.45   $    0.42
Weighted average outstanding shares (millions)
  Basic                                                       127.8      127.2       127.7       127.0
  Diluted                                                     129.5      128.5       129.3       128.3
                                                           --------   --------   ---------   ---------
</TABLE>

                                       -1-
<PAGE>

EBIT is defined as earnings before interest and income taxes. The Corporation
uses EBIT to evaluate the financial and operating performance of its business
units and segments. The Corporation believes that EBIT is a useful indicator of
profitability of its business segments. EBIT is not intended as an alternative
measure of net earnings as determined in accordance with Canadian generally
accepted accounting principles. Because EBIT may not be calculated identically
by all companies, the presentation in the Corporation's financial statements may
not be directly comparable to similarly titled measures of other companies. The
reconciliation of net earnings as determined in accordance with Canadian
generally accepted accounting principles to EBIT is provided in the table on
page one.

In a special shareholder meeting held on January 28, 2005, Molson Class A
non-voting and Class B common shareholders approved the proposed merger with
Adolph Coors Company ("Coors"). The proposed merger also received the approval
of Coors stockholders at a special meeting on February 1, 2005 and the
transaction was also approved by the Quebec Superior Court on February 2, 2005.
The closing of the transaction is planned for February 9, 2005. The Molson Coors
stock is expected to start trading on the NYSE and the exchangeable shares of
Molson Coors Canada Inc. on the TSX on February 9, 2005. Registered Molson
shareholders at the close of business on the day preceding the closing will be
entitled to receive a $5.44 special dividend as part of the approved
transaction.

For the quarter ended December 31, 2004, net sales revenue was virtually flat at
$623.2 million compared to $623.3 million for the same period last year,
reflecting lower net sales in Brazil mainly due to lower volumes offset by
higher net sales in Canada. Consolidated brewing volume decreased by 7.5% to
5.37 million hectolitres versus 5.82 million hectolitres for the same period
last year with volume down by 2.9% and 11.1% in Canada and Brazil, respectively.

In the quarter, the Corporation recorded a rationalization provision for the
Brazilian operation of $36.1 million relating primarily to the previously
announced closure of the Queimados brewery and organizational right-sizing
including sales centres. In addition, the Corporation recorded $8.0 million of
costs related to the proposed merger between Molson and Coors. In aggregate,
these charges totaled $44.1 million ($34.2 million net of tax and minority
interest).

The net earnings for the three months ended December 31, 2004 were $17.7 million
and net earnings per share were $0.14 compared to $43.6 million of net earnings
and $0.34 earnings per share for the same period last year.

Excluding the current quarter's merger related costs and provisions for
rationalization as well as the $16.0 million non-cash increase in future income
tax liabilities in the same quarter last year, net earnings for the period were
$51.9 million or a 12.9% decrease from $59.6 million when compared to last year.
Net earnings per share decreased 12.8% to $0.41 per share compared to $0.47 per
share last year on the same basis.

The net loss for the nine months ended December 31, 2004 was $31.9 million
compared to net earnings of $194.8 million for the nine months ended December
31, 2003. Excluding the impairment charge and the merger related costs in the
current year, the non-cash increase in future income tax liabilities last year
and the provisions for rationalization costs in both years, net earnings for the
nine-month period were $183.5 million or a 23.8% decrease from $240.7 million
for the same period last year. Net earnings per share decreased 24.2% to $1.44
per share compared to $1.90 per share last year on the same basis.

For the three-month period ended December 31, 2004, EBIT in Canada decreased
5.2% to $110.0 million, excluding the merger related costs of $8.0 million, and
reflects increased selling and pension costs and the continued strengthening of
the value segment in certain regional markets. Canada's EBIT for the nine months
ended December 31, 2004 declined 2.7%, excluding the merger related costs in the
current quarter and provisions for rationalization in both years. Brazil's EBIT
year-to-date was negatively impacted by lower volumes as well as higher
marketing and sales centre expenditures while in the quarter, the increased
sales centre expenses were offset by lower marketing and other costs when
compared to last year.

                                       -2-
<PAGE>

Net interest expense for the quarter was $23.6 million which was $1.3 million
higher than the prior year reflecting higher debt and obligations in Brazil
partially offset by an overall decrease in average debt and related interest
expense in Canada. For the nine months ended December 31, 2004, net interest
expense was $66.5 million or $3.5 million lower than the same period last year.

The effective tax rate for the three months ended December 31, 2004 was 40.7%
compared to 37.1% last year reflecting the mix of earnings and no tax recovery
being recorded on the Brazil losses. The effective tax rate for the nine months
ended December 31, 2004 on net earnings was 42.9% compared to 33.7% last year.
The effective tax rate for both the three and nine month periods ending December
31, 2004 and 2003 exclude the impairment charge, merger related costs,
provisions for rationalization and the non-cash income tax expense for the third
quarter of fiscal 2004 relating to the repeal of previously enacted future
income tax rate reductions in Ontario.

REVIEW OF OPERATIONS

Molson's business operations consist of the ownership of 100% of Molson Canada;
80% of Cervejarias Kaiser Brasil, S.A. ("Kaiser"); 49.9% of Coors Canada
(results proportionately consolidated) and a 50.1% interest in Molson USA, which
markets and distributes the Molson brands in the United States (results also
proportionately consolidated).

NET SALES REVENUE

Net sales revenue in the quarter was virtually flat at $623.2 million reflecting
lower volumes in Brazil partially offset by favourable consumer prices in
Canada. In addition, the impact of declining foreign exchange rates (Brazilian
real and the US dollar) relative to the Canadian dollar had a negative impact on
the consolidated net sales revenue figure when measured in Canadian dollars. The
following table details certain financial information by business unit:

<TABLE>
<CAPTION>
                                         SALES FROM EXTERNAL CUSTOMERS                        NET SALES REVENUE
                                 ---------------------------------------------   ---------------------------------------------
                                   Three months ended      Nine months ended      Three months ended       Nine months ended
                                       December 31           December 31              December 31              December 31
                                 ---------------------   ---------------------   ---------------------   ---------------------
(Dollars in millions)              2004        2003        2004        2003        2004        2003        2004        2003
- ------------------------------   ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                  <C>         <C>       <C>         <C>           <C>         <C>       <C>         <C>
Canada                               634.4       620.4     2,112.3     2,116.1       493.1       482.0     1,652.3     1,643.9
Brazil                               220.9       240.8       532.7       568.0       117.5       128.1       271.7       307.1
United States                         14.9        15.8        57.1        59.1        12.6        13.2        48.6        49.7
                                 ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
Consolidated                         870.2       877.0     2,702.1     2,743.2       623.2       623.3     1,972.6     2,000.7
                                 =========   =========   =========   =========   =========   =========   =========   =========
</TABLE>

<TABLE>
<CAPTION>
                                                     EBITDA                                           EBIT
                                 ---------------------------------------------   ---------------------------------------------
                                   Three months ended      Nine months ended      Three months ended       Nine months ended
                                       December 31           December 31              December 31              December 31
                                 ---------------------   ---------------------   ---------------------   ---------------------
(Dollars in millions)              2004        2003        2004        2003        2004        2003        2004        2003
- ------------------------------   ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                  <C>         <C>        <C>          <C>         <C>         <C>         <C>         <C>
Canada                               120.9       126.2       452.3       463.0       110.0       116.0       417.6       429.1
Brazil                                 3.3         4.5       (38.4)       16.6        (2.0)        0.3       (55.2)        2.2
United States                         (1.1)       (1.0)       (3.4)       (2.7)       (1.2)       (1.0)       (3.5)       (2.8)
                                 ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
Totals before the following:         123.1       129.7       410.5       476.9       106.8       115.3       358.9       428.5
Impairment charge                        -           -      (210.0)          -           -           -      (210.0)          -
Merger related costs and
 provisions for rationalization      (44.1)          -       (63.5)      (36.3)      (44.1)          -       (63.5)      (36.3)
                                 ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
Consolidated                          79.0       129.7       137.0       440.6        62.7       115.3        85.4       392.2
                                 =========   =========   =========   =========   =========   =========   =========   =========
</TABLE>

                                       -3-
<PAGE>

INDUSTRY VOLUME AND MOLSON MARKET SHARE

The following table sets out industry volume and Molson volume in Canada, Molson
volume shipped to the United States as well as Molson's volume in Brazil during
the three and nine months ended December 31, 2004 and 2003:

VOLUME

                                  Three months ended       Nine months ended
                                      December 31            December 31
                                 ---------------------   ---------------------
                                    2004        2003        2004        2003
(Hectolitres in millions)        ESTIMATED     Actual    ESTIMATED     Actual
- ------------------------------   ---------   ---------   ---------   ---------
Industry volume in Canada(i)          5.31        5.33       17.30       17.34
                                 ---------   ---------   ---------   ---------
Molson (Canada)                       2.22        2.29        7.32        7.64
Molson production for shipment
 to the United States                 0.36        0.39        1.28        1.38
Brazil                                2.79        3.14        6.89        7.55
                                 ---------   ---------   ---------   ---------
Total Molson volume                   5.37        5.82       15.49       16.57
                                 =========   =========   =========   =========

(i) Sources: Brewers of Canada, provincial liquor authorities and industry
distribution companies.

Total estimated industry sales volume in Canada decreased 0.3% from 5.33 million
hectolitres to 5.31 million hectolitres for the three months ended December 31,
2004, compared to the same period last year reflecting poor weather conditions
across certain regions in Canada, the impact of the National Hockey League
strike and newly introduced non-smoking legislation in bars and restaurants in
Ontario. Molson's volume in Canada decreased 2.9% to 2.22 million hectolitres
during the same period with volume declines in Ontario/West, partially offset by
gains in the Quebec/Atlantic region. Molson's overall production for sale in the
United States declined 3.4% and Brazil volume declined 11.1% in the quarter.

For the nine months ended December 31, 2004, total estimated industry sales
volume in Canada declined 0.3% to 17.30 million hectolitres compared to the same
period in fiscal 2004. Molson's volume in Canada decreased 4.2% to 7.32 million
hectolitres during the same period. Molson's production for sale in the United
States declined 4.7% while volume in Brazil declined 8.7% to 6.89 million
hectolitres.

CANADA

Net sales revenue increased by 2.3% to $493.1 million in the quarter reflecting
higher consumer prices offset by adverse mix due to growth of the discount
sector when compared to last year. EBIT decreased 12.1% to $102.0 million for
the three months ended December 31, 2004. EBIT, excluding the merger related
costs in the amount of $8.0 million, decreased 5.2% to $110.0 million. The EBIT
decline was due to increased selling and pension costs as well as market share
erosion due to the strengthening value segment in certain regional markets.

For the nine months ended December 31, 2004, net sales revenue was virtually
flat, increasing by 0.5% to $1,652.3 million reflecting lower volumes partially
offset by increased consumer prices. EBIT, excluding the merger related costs in
the current year and the provisions for rationalization in both years, decreased
2.7% to $417.6 million. Canada's current cost savings program P125 continues to
progress well and remains on track to deliver savings of approximately $43
million in this fiscal year. To date, savings of approximately $30 million have
been achieved in the nine months ended December 31, 2004.

                                       -4-
<PAGE>

MARKET SHARE (%)

                                Three months ended      Nine months ended
                                    December 31            December 31
                              ---------------------   ---------------------
                                2004         2003        2004       2003
                              ESTIMATED     Actual    ESTIMATED    Actual
                              ---------   ---------   ---------   ---------
Including sales of imports:
  Canada                           41.8        42.9        42.3        44.1
    Quebec/Atlantic                42.8        42.2        42.8        43.7
    Ontario/West                   41.2        43.3        42.0        44.3

Sources: Brewers of Canada, provincial liquor authorities and industry
distribution companies.

Estimated average market share for all beer sold in Canada declined 1.1 share
points to 41.8% from 42.9% for the three months ended December 31, 2004 compared
to the same period last year. This decline was due to the continued share
softness in Ontario and the West, partially offset by growth in Quebec. The
Quebec region's total market share increased reflecting the strong performance
of Coors Light(R), Heineken(R) and Corona(R). The Atlantic region performance
was also strong reflecting gains in Canadian(R) and Canadian Light(R). In
Ontario and the West, the overall region's market share continued to decline as
a result of softness in unsupported brands and Canadian(R). The Corporation has
responded aggressively to the ongoing price discounting in the Ontario and
Alberta market, introducing new SKUs and discount prices where appropriate.
Competitor discount activity continues to be supported by preferential tax rates
regional brewers receive in those markets.

BRAZIL

The following table summarizes the operating results of Molson's Brazilian
business in Brazilian reais and the equivalent Canadian dollar amounts:

<TABLE>
<CAPTION>
                                        Three months ended December 31                   Nine months ended December 31
                                 ---------------------------------------------   ---------------------------------------------
                                          BRL                     CAD                     BRL                     CAD
                                 ---------------------   ---------------------   ---------------------   ---------------------
(Currency in millions)              2004        2003        2004        2003        2004        2003        2004        2003
- ------------------------------   ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                  <C>         <C>         <C>         <C>       <C>         <C>           <C>         <C>
Sales from external customers        502.8       531.1       220.9       240.8     1,206.8     1,227.8       532.7       568.0
Net sales revenue                    267.3       282.6       117.5       128.1       615.6       663.9       271.7       307.1
EBITDA (i)                             7.6         9.7         3.3         4.5       (86.6)       35.7       (38.4)       16.6
EBIT (i)                              (4.7)        0.6        (2.0)        0.3      (124.8)        4.8       (55.2)        2.2
</TABLE>

(i) Results for the quarter ended December 31, 2004 exclude the rationalization
provision of $36.1 million, before minority interest. Results for the nine-month
period ended December 31, 2004 exclude the impairment charge of $210.0 million
and the rationalization provision of $37.3 million, before minority interest.
Results for the nine-month period ended December 31, 2003 exclude the
rationalization provision of 43.3 million.

In December 2004, Kaiser launched a new marketing campaign for the Brazilian
summer, named "Vem Kaiser Vem". This campaign is part of a new marketing
strategy which commenced with a change of advertising agency during the quarter.

Total sales volume for the quarter was 2.79 million hectolitres representing a
decline of 11.1%, compared to last year volume of 3.14 million hectolitres.
Year-to-date volume was 6.89 million hectolitres compared to 7.55 million
hectolitres for the same period last year, a decline of 8.7%.

Total estimated Molson market share in Brazil was 9.7% for the three-month
period ended December 31, 2004 compared to 12.1% for the same period last year
and 10.5% for the nine months ended December 31, 2004 compared to 12.5% last
year, according to ACNielsen data. The trend of declining market share slowed in
the quarter with the realization of a slight market share increase in December.

Despite the volume decrease of 11.1%, the net sales revenue decreased only 5.4%
from R$282.6 million to R$267.3 million in the quarter. Although Kaiser
experienced an overall

                                       -5-
<PAGE>

increase in gross revenue per hectolitre in reais of 6.5% for the quarter versus
last year, tax increases implemented in certain regions in the latter part of
the Corporation's fourth quarter of fiscal 2004 were not fully passed on to the
consumer and continue to negatively affect net sales revenue and margin.
Returnable containers, the most profitable segment for the company, comprised
54.2% of the total sales in the quarter compared to 50.2% in the same period of
last year.

Net sales revenue per hectolitre improved in December due in part to a 4.5%
retail price increase taken late in the month along with reduced discounting
activities. For the nine-month period ended December 31, 2004, net sales revenue
decreased 7.3% from R$663.9 million to R$615.6 million. Net sales revenue, as
measured in Canadian dollars, decreased 8.3% in the current quarter and 11.5%
year-to-date reflecting the variance in the Brazilian real exchange rate in
addition to the above-noted factors.

EBIT in the current quarter was adversely affected by the operating costs of the
sales centres established in the latter part of fiscal 2004 and resulted in
higher sales costs of approximately R$15 million compared to the same period
last year. Marketing and other costs though were R$15 million less than the same
period last year (offsetting this impact) as a result of the timing of certain
marketing and other programs and the impact of rationalization activities and
other cost saving initiatives.

The previously announced closure of the Queimados brewery occurred in the
quarter. The rationalization provision of $36.1 million includes $24.1 million
to write-down fixed assets and $12.0 million for severance and other closure
costs related to the brewery closure and the sales centre right-sizing program.

During the first quarter of fiscal 2004, the Corporation recorded a charge of
$43.3 million relating to the closure of the Ribeirao Preto plant in Brazil
represented by a $37.5 million write-down of fixed assets to the net recoverable
amount and employee severance and other closure costs of $5.8 million. There is
no remaining accrual.

In the second quarter of fiscal 2005, the Corporation revised its long-term
forecast of net cash flows from operations in Brazil due to declining sales
volumes and the loss of market share. The resulting decline in the value of the
investment was reflected by a $210.0 million ($168.0 million after minority
interest) impairment charge which reduced the goodwill by $130.0 million ($104.0
million after minority interest) and other intangible assets by $80.0 million
($64.0 million after minority interest).

The Corporation has reviewed its overall corporate debt structure as it relates
to the Brazilian operations to reduce net interest expense and minimize overall
risk. Given recent operating losses, a capital contribution of $45.0 million was
injected into Brazil with each shareholder making its proportionate
contribution.

Kaiser's competitive environment remains intense and sales and market share
growth as well as profitability are the biggest challenges facing the brewer.
Kaiser looks to make gains in expanded distribution, continue the revitalization
of the key brands, review the overall commercial structure, eliminate
duplication with bottlers and aggressively pursue cost saving projects.

                                       -6-
<PAGE>

UNITED STATES

Molson USA, which is owned 50.1% by Molson and 49.9% by the Coors Brewing
Company ("CBC"), is a dedicated business unit in the United States focused on
clear operating objectives and a well-defined brand portfolio - Canadian(R),
Canadian Light(R), Golden(R), Molson Ice(R) as well as Molson XXX(R). Molson USA
is responsible for the marketing and selling of these brands in the United
States with CBC providing the sales, distribution and administrative support.

The following table summarizes the operating results of Molson's business in the
United States in US dollars and the equivalent Canadian dollar amounts:

<TABLE>
<CAPTION>
                                                        Three months ended December 31
                                          ---------------------------------------------------------
                                                                                     MOLSON 50.1%
                                                                                        SHARE
                                                 USD                  CAD                CAD
                                           ----------------    ----------------    ----------------
(Dollars in millions)                       2004      2003      2004      2003      2004      2003
- ----------------------------------------   ------    ------    ------    ------    ------    ------
<S>                                          <C>       <C>       <C>       <C>       <C>       <C>
Sales from external customers                24.2      24.0      29.6      31.5      14.9      15.8
Net sales revenue                            20.7      20.1      25.3      26.4      12.6      13.2
EBITDA                                       (1.8)     (1.5)     (2.2)     (2.0)     (1.1)     (1.0)
EBIT                                         (1.9)     (1.6)     (2.2)     (2.1)     (1.2)     (1.0)
</TABLE>

<TABLE>
<CAPTION>
                                                         Nine months ended December 31
                                          ---------------------------------------------------------
                                                                                     MOLSON 50.1%
                                                                                        SHARE
                                                 USD                  CAD                CAD
                                           ----------------    ----------------    ----------------
(Dollars in millions)                       2004      2003      2004      2003      2004      2003
- ----------------------------------------   ------    ------    ------    ------    ------    ------
<S>                                          <C>       <C>       <C>       <C>       <C>       <C>
Sales from external customers                87.3      86.3     113.9     118.0      57.1      59.1
Net sales revenue                            74.4      72.6      97.1      99.2      48.6      49.7
EBITDA                                       (5.2)     (4.0)     (6.7)     (5.5)     (3.4)     (2.7)
EBIT                                         (5.4)     (4.2)     (6.9)     (5.8)     (3.5)     (2.8)
</TABLE>

Overall, Molson's total and Canadian(R) trademark volume in the United States
for the three months ended December 31, 2004 were down 5.6% and 11.8%,
respectively, compared to the same period last year. The reasons for the decline
in the quarter have been traced to increased competitive activity along with the
diminishing impact of specialty packs primarily in Michigan and Massachusetts.
For the nine months ended December 31, 2004 Molson's total and Canadian(R)
trademark volume were down 5.2% and 8.5%, respectively.

While total net sales revenue increased 3.0% in the current quarter, net sales
revenue per hectolitre also increased by 9.1%, versus the same period last year
as measured in US dollars. This increase in revenue realization is driven by
strong front line price increases and improved brand and package mix, driven
primarily by the super premium pricing of Molson XXX(R). During the quarter,
these gains in pricing were offset by increased operational costs arising
primarily from unfavourable foreign exchange.

Over the coming quarters, restoring growth on the Canadian(R) trademark, as well
as continued focus on slowing the Molson Ice(R) and Golden(R) declining volume
will remain a priority.

                                       -7-
<PAGE>

SELECTED CONSOLIDATED QUARTERLY FINANCIAL INFORMATION

<TABLE>
<CAPTION>
                                                                      For the three months ended
                                                               -----------------------------------------
                                                                   December 31,         September 30,
                                                               -------------------   -------------------
(Dollars in millions, except per share amounts)                  2004       2003       2004       2003
- ------------------------------------------------------------   --------   --------   --------   --------
<S>                                                            <C>        <C>        <C>        <C>
Net sales revenue                                              $  623.2   $  623.3   $  674.4   $  715.6
Net earnings before the following items, net of tax :          $   51.9   $   59.6   $   63.3   $   96.5
    Merger related costs and provisions for rationalization       (41.4)         -      (13.4)         -
    Impairment charge                                                 -          -     (210.0)         -
    Minority interest on Brazil's impairment charge
     and provisions for rationalization                             7.2          -       42.2          -
    Tax adjustment related to changes in enacted
     future income tax rates                                          -      (16.0)         -          -
                                                               --------   --------   --------   --------
Net earnings (loss)                                            $   17.7   $   43.6   $ (117.9)  $   96.5
Net earnings (loss) per share - basic                          $   0.14   $   0.34   $  (0.92)  $   0.76
Net earnings (loss) per share - diluted                        $   0.14   $   0.34   $  (0.92)  $   0.75
                                                               --------   --------   --------   --------
</TABLE>

<TABLE>
<CAPTION>
                                                                      For the three months ended
                                                               -----------------------------------------
                                                                    June 30,              March 31,
                                                               -------------------   -------------------
(Dollars in millions, except per share amounts)                  2004       2003       2003       2002
- ------------------------------------------------------------   --------   --------   --------   --------
<S>                                                            <C>        <C>        <C>        <C>
Net sales revenue                                              $  675.0   $  661.8   $  524.8   $  501.5
Net earnings before the following items, net of tax (i):       $   68.3   $   84.6   $   42.2   $   59.6
    Merger related costs and provisions for rationalization           -      (38.5)         -          -
    Impairment charge                                                 -          -          -          -
    Minority interest on Brazil's provisions for
     rationalization                                                  -        8.6          -          -
    Tax adjustment related to changes in enacted
     future income tax rates                                          -          -          -          -
                                                               --------   --------   --------   --------
Net earnings                                                   $   68.3   $   54.7   $   42.2   $   59.6
Net earnings per share - basic                                 $   0.54   $   0.43   $   0.33   $   0.47
Net earnings per share - diluted                               $   0.53   $   0.42   $   0.33   $   0.46
                                                               --------   --------   --------   --------
</TABLE>

(i) Restated by $1.0 million in the quarter ended March 31, 2003, reflecting the
previously disclosed stock option expense accounting policy change.

                                       -8-
<PAGE>

FINANCIAL CONDITION AND LIQUIDITY

Molson's consolidated balance sheet, together with comparative figures, is
summarized as follows:

As at                              December 31,   December 31,     March 31,
(Dollars in millions)                  2004           2003           2004
- --------------------------------   ------------   ------------   ------------
Current assets                     $      476.1   $      497.0   $      430.2
Less current liabilities               (1,205.7)        (814.0)      (1,025.4)
                                   ------------   ------------   ------------
Working capital                          (729.6)        (317.0)        (595.2)
Investments and other assets              130.6          130.8          129.7
Property, plant and equipment             974.2          991.6        1,022.4
Intangible assets                       2,132.9        2,341.6        2,348.3
                                   ------------   ------------   ------------
                                   $    2,508.1   $    3,147.0   $    2,905.2
                                   ============   ============   ============
Represented by:
  Long-term debt                   $      584.6   $    1,030.3   $      788.4
  Deferred liabilities                    297.4          384.7          359.1
  Future income taxes                     417.9          402.5          400.2
  Minority interest                        70.8          144.3          138.1
                                   ------------   ------------   ------------
                                        1,370.7        1,961.8        1,685.8
Shareholders' equity                    1,137.4        1,185.2        1,219.4
                                   ------------   ------------   ------------
                                   $    2,508.1   $    3,147.0   $    2,905.2
                                   ============   ============   ============

In fiscal 2005, working capital requirements, excluding the current portion of
long-term debt, continued to be funded through cash generated from operations
and available credit facilities. The Corporation will be required to refinance
long-term debt of $344.7 million (March 31, 2004 -$259.9 million) which has been
included in current liabilities with either a new term loan or floating rate
notes. The working capital deficit as at December 31, 2004, excluding the $344.7
million (March 31, 2004 - $259.9 million) of current portion of long-term debt,
was $384.9 million (March 31, 2004 - $335.3 million) which was $67.9 million
below December 31, 2003 due mainly to lower inventory and prepaids in addition
to the increase in Brazil current debt due to continued operating losses.

SHAREHOLDERS' EQUITY

For the three month periods ended December 31, 2004 and December 31, 2003, and
the nine-month period ended December 31, 2004, the Corporation did not
repurchase any Class A non-voting or Class B common shares. In the nine-month
period ended December 31, 2003, the Corporation repurchased 751,000 Class A
non-voting shares at prices ranging between $32.15 and $34.99 and no Class B
common shares.

The total number of Class A non-voting and Class B common shares outstanding at
December 31, 2004 were 127,834,299 (127,282,671 at December 31, 2003) consisting
of 107,977,477 (104,839,395 at December 31, 2003) Class A non-voting shares and
19,856,822 (22,443,276 at December 31, 2003) Class B common shares.

                                       -9-
<PAGE>

DIVIDENDS

Dividends declared to shareholders totalled $19.2 million in the three-month
period ended December 31, 2004, compared with $17.8 million for the same period
last year. In fiscal 2005, Molson's quarterly dividend rate was increased by
$0.01 or 7% to $0.15 per share effective in the first quarter.

SPECIAL DIVIDEND

In response to the market reaction to the proposed merger between Molson and
Coors, both companies have agreed that Molson will pay a special dividend in
connection with the plan of arrangement, to Molson Class A non-voting and Class
B common shareholders of record at the close of business on the last trading day
immediately prior to the date of closing of the merger transaction, excluding
Pentland Securities (1981), Inc. The special dividend will be $5.44 per share or
approximately $650 million.

In January 2005, the Corporation entered into a bridge facility in the amount of
$250.0 million for the purpose of paying the special dividend together with
existing facilities. The bridge facility will be available for a period of 90
days from the closing of the merger and is expected to be refinanced within that
period by a credit facility of the merged company.

FINANCIAL INSTRUMENTS AND LONG-TERM LIABILITIES

Molson's consolidated long-term debt was as follows:

As at                       December 31,   December 31,     March 31,
(Dollars in millions)          2004           2003            2004
- -------------------------   ------------   ------------   ------------
Molson Inc.
  Term loan                 $      144.7   $       39.9   $       59.9
  Debentures                           -          150.0          150.0
  Floating rate notes              200.0          250.0          250.0
Molson Canada
  Debentures                       575.3          578.2          577.6
Brazil                             123.1          110.7           97.9
                            ------------   ------------   ------------
                                 1,043.1        1,128.8        1,135.4
Less current portion               458.5           98.5          347.0
                            ------------   ------------   ------------
                            $      584.6   $    1,030.3   $      788.4
                            ============   ============   ============

The medium-term note program is an agreement under which the Corporation may
issue debt under terms and conditions that are only determined at the time of
placement of the debt. As such, the Corporation's term loan and the $200.0
million floating rate notes are classified as current liabilities. It is the
Corporation's intention to refinance with either a new term loan or through the
medium-term note program or other facility. On October 19, 2004, a one year
$50.0 million floating rate note matured and was refinanced using the term loan
credit facility.

On February 8, 2005, the Corporation announced its intent to request approval
for the redemption of the $200.0 million floating rate medium term notes from
the note holders. Note holder consent of at least 66 2/3% of the aggregate
principal amount is required and the Corporation expects to have such consent by
February 22, 2005. To compensate note holders, the redemption price will include
a premium of 0.23% of principal amount, together with accrued and unpaid
interest to, but not including, the date of redemption.

The Corporation also announced its intent to redeem the Molson debentures. The
debentures will be redeemed on March 18, 2005 for an aggregate amount of
approximately $690 million including the accrued but unpaid interest to, but not
including, the redemption date.

                                      -10-
<PAGE>

Both the  floating  rate notes and the  debenture  redemptions  will be financed
through a credit facility of Molson Coors Brewing Company.

Dominion Bond Rating Service, or DBRS, current credit rating for Molson Inc. and
Molson Canada's  ratings is A (low) and A  respectively.  On July 20, 2004, DBRS
announced  that its  long-term  ratings of Molson  Inc.  and Molson  Canada were
placed under review with negative  implications,  pending  clarification  of the
proposed merger transaction. DBRS stated that once the structure of the combined
company is final,  DBRS would be in a position to assess how the proposed merger
would impact Molson's credit ratings.

On July 26, 2004  Standard  and Poor's  revised  its outlook on Molson Inc.  and
Molson  Canada to negative  from stable.  At the same time,  the BBB+  long-term
credit rating on Molson Inc. and Molson  Canada was  affirmed.

On September 16, 2004, a third party bank exercised its right to cancel the
interest rate swap which converted $100.0 million of the Corporation's floating
rate note maturing September 16, 2005 to a fixed rate. The Corporation also has
an interest rate swap for $100.0 million which converts the Molson Canada
debenture due June 2, 2008 with a fixed rate of 6.0% to a variable rate.

CHANGES IN CASH FLOWS

The  increase in cash of $6.0  million in the current  quarter and $3.5  million
year-to-date, together with a comparison for fiscal 2004, is summarized below:

<TABLE>
<CAPTION>
                                                                     Three months ended      Nine months ended
                                                                        December 31             December 31
                                                                    --------------------    --------------------
(Dollars in millions)                                                 2004        2003        2004        2003
- -----------------------------------------------------------------   --------    --------    --------    --------
<S>                                                                 <C>         <C>         <C>         <C>
Provided from operating activities                                  $   15.0    $   12.7    $  152.5    $  152.0
Used for investing activities                                          (17.3)      (26.3)      (32.8)      (32.8)
Provided from (used for) financing activities                            8.4       (10.9)     (113.7)     (106.2)
                                                                    --------    --------    --------    --------
Increase (decrease) in cash from continuing operations                   6.1       (24.5)        6.0        13.0
Increase (decrease) in cash from discontinued operations                 0.6        (7.2)       (1.8)       (6.4)
Effect of exchange rate changes on cash                                 (0.7)          -        (0.7)        0.1
                                                                    --------    --------    --------    --------
Increase (decrease) in cash                                         $    6.0    $  (31.7)   $    3.5    $    6.7
                                                                    --------    --------    --------    --------
</TABLE>

For the three months  ended  December 31, 2004,  cash  provided  from  operating
activities  increased  18.1% to $15.0  million  from  $12.7  million in the same
period last year. The increase  reflected  improved  working  capital  partially
offset by lower net earnings and increased  pension funding in comparison to the
prior year.

Included  in  operating  activities  in the  current  quarter  was cash used for
working  capital of $6.6 million  compared to cash used of $67.8  million in the
same quarter last year. The improvement related primarily to lower inventory and
prepaids as well as higher accounts payable.

During the  three-month  periods ended December 31, 2004 and 2003, cash used for
investing  activities  consisted  primarily of additions to property,  plant and
equipment.

Cash used for financing  activities in the third quarter of fiscal 2005 included
a net  increase in long-term  debt of $48.3  million  offset by a $23.0  million
decrease from  securitization of accounts receivable and dividends paid of $18.6
million. In the third quarter of fiscal 2004, cash used for financing activities
included a net increase in long-term  debt of $34.6  million,  offset by a $31.0
million  decrease from  securitization  of accounts  receivable and by dividends
paid of $16.6 million.

                                      -11-
<PAGE>

Cash  provided  from  discontinued  operations  consisted of $0.6 million in the
third  quarter of fiscal 2005 and $7.2 million used for in the third  quarter of
fiscal 2004 for operating activities to fund obligations previously provided for
in the accounts.

IMPAIRMENT CHARGE

In the second quarter of fiscal 2005, Molson recorded an impairment charge of
$210.0 million ($168.0 million after minority interest). As at March 31, 2004,
Molson estimated that the fair value of the Brazil intangible assets exceeded
their book value and that strategic initiatives underway to grow volume would be
successful. A review of the performance achieved during the first half of fiscal
2005 made it clear that volume growth would be more difficult to achieve and
take more time than anticipated. Accordingly, in determining the value of the
Brazil goodwill and intangible assets, assumptions were revised to reflect this
more conservative estimate.

OUTLOOK

In a special shareholder meeting held on January 28, 2005, holders of Molson
Class A non-voting and Class B common shares approved the proposed merger with
Coors. The proposed merger received the approval of Coors stockholders at a
special meeting on February 1, 2005, and the transaction was also approved by
the Quebec Superior Court on February 2, 2005.

Molson Coors  Brewing  Company is the  fifth-largest  brewer in the world,  with
pro-forma combined annual volume of 60 million hectoliters and net sales of more
than US$6 billion.  Molson Coors has a leading market share in Canada and in the
U.K., a growth profile in the U.S. and an emerging market opportunity in Brazil,
as well as a portfolio of  well-established  brands  including  Molson Canadian,
Coors Light and Carling.

The combination is expected to unlock significant value for shareholders. From
the outset, value creation will come from the ability to focus marketing
investments on core brands to grow revenues and the ability to capture an
expected US$175 million in annualized synergies, expected to be realized within
the first three years following completion of the merger. Secondly, a stronger
overall financial platform will lead to deeper support of core brands and key
markets to drive revenue, share and volume growth. Finally the merger will
create the scale and balance sheet strength to allow Molson Coors Brewing
Company to compete more effectively in the increasingly global and highly
dynamic brewing industry long-term.

COMPARATIVE FIGURES

Certain  comparative figures have been restated to conform to the current year's
basis of presentation.

                                      -12-
<PAGE>

MOLSON INC.

CONSOLIDATED STATEMENTS OF EARNINGS - UNAUDITED

<TABLE>
<CAPTION>
                                                                           Three months ended         Nine months ended
                                                                               December 31              Decembers 31
                                                                         -----------------------   -----------------------
(Dollars in millions, except share and per share amounts)                   2004         2003         2004          2003
- ----------------------------------------------------------------------   ----------   ----------   ----------   ----------
<S>                                                                      <C>          <C>          <C>          <C>
Sales and other revenues                                                 $    870.2   $    877.0   $  2,702.1   $  2,743.2
Brewing excise and sales taxes                                                247.0        253.7        729.5        742.5
                                                                         ----------   ----------   ----------   ----------
Net sales revenue                                                             623.2        623.3      1,972.6      2,000.7
                                                                         ----------   ----------   ----------   ----------
Costs and expenses
Cost of sales, selling and administrative costs                               500.1        493.6      1,562.1      1,523.8
Impairment charge (note 3)                                                        -            -        210.0            -
Merger related costs and provisions for rationalization (note 4)               44.1            -         63.5         36.3
                                                                         ----------   ----------   ----------   ----------
                                                                              544.2        493.6      1,835.6      1,560.1
                                                                         ----------   ----------   ----------   ----------
Earnings before interest, income taxes and amortization                        79.0        129.7        137.0        440.6
Amortization of capital assets                                                 16.3         14.4         51.6         48.4
                                                                         ----------   ----------   ----------   ----------
Earnings before interest and income taxes                                      62.7        115.3         85.4        392.2
Net interest expense                                                           23.6         22.3         66.5         70.0
                                                                         ----------   ----------   ----------   ----------
Earnings before income taxes                                                   39.1         93.0         18.9        322.2
Income tax expense                                                             31.2         50.5        116.9        139.1
                                                                         ----------   ----------   ----------   ----------
Earnings (loss) before minority interest                                        7.9         42.5        (98.0)       183.1
Minority interest                                                               9.8          1.1         66.1         11.7
                                                                         ----------   ----------   ----------   ----------
Net earnings (loss)                                                      $     17.7   $     43.6   $   (31.9)   $    194.8
                                                                         ==========   ==========   ==========   ==========
Net earnings (loss) per share
  Basic                                                                  $     0.14   $     0.34   $    (0.25)  $     1.53
  Diluted                                                                $     0.14   $     0.34   $    (0.25)  $     1.52
                                                                         ----------   ----------   ----------   ----------
</TABLE>

CONSOLIDATED STATEMENTS OF RETAINED EARNINGS - UNAUDITED

<TABLE>
<CAPTION>
Nine months ended December 31, 2004 and 2003
(Dollars in millions)                                                       2004         2003
- ----------------------------------------------------------------------   ----------   ----------
<S>                                                                      <C>          <C>
Retained earnings - beginning of year                                    $    818.5   $    676.8
Change in accounting policy (note 2)                                              -         (3.7)
                                                                         ----------   ----------
Retained earnings - beginning of year, as restated                            818.5        673.1
Net earnings (loss)                                                           (31.9)       194.8
Cash dividends declared                                                       (56.4)       (50.5)
Stock dividends declared                                                       (1.1)        (2.9)
Excess of share repurchase price over weighted-average stated
 capital (note 7)                                                                 -        (20.4)
                                                                         ----------   ----------
Retained earnings - end of period                                        $    729.1   $    794.1
                                                                         ----------   ----------
</TABLE>

The accompanying notes to the consolidated financial statements are an integral
part of these statements.

                                      -13-
<PAGE>

MOLSON INC.

CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                         December 31    December 31      March 31
(Dollars in millions)                                                       2004           2003            2004
- ----------------------------------------------------------------------   -----------   ------------    -----------
<S>                                                                      <C>            <C>            <C>
Assets                                                                   (Unaudited)    (Unaudited)
Current Assets
  Cash                                                                   $      24.7    $      18.9    $      21.2
  Accounts receivable                                                          277.8          258.5          167.3
  Inventories                                                                  162.4          175.8          177.4
  Prepaid expenses                                                              11.2           43.8           64.3
                                                                         -----------    -----------    -----------
                                                                               476.1          497.0          430.2
Investments and other assets                                                   130.6          130.8          129.7
Property, plant and equipment                                                  974.2          991.6        1,022.4
Intangible assets, excluding goodwill (note 3)                               1,476.3        1,556.7        1,558.7
Goodwill (note 3)                                                              656.6          784.9          789.6
                                                                         -----------    -----------    -----------
                                                                         $   3,713.8    $   3,961.0    $   3,930.6
                                                                         ===========    ===========    ===========
Liabilities
Current liabilities
  Accounts payable and accruals                                          $     504.9    $     497.7    $     459.8
  Provision for rationalization costs (note 4)                                   1.3           10.3              -
  Income taxes payable                                                          24.9           36.1           29.0
  Dividends payable                                                             19.2           17.8           17.8
  Future income taxes                                                          196.9          153.6          171.8
  Current portion of long-term debt (note 6)                                   458.5           98.5          347.0
                                                                         -----------    -----------    -----------
                                                                             1,205.7          814.0        1,025.4
Long-term debt (note 6)                                                        584.6        1,030.3          788.4
Deferred liabilities                                                           297.4          384.7          359.1
Future income taxes                                                            417.9          402.5          400.2
Minority interest                                                               70.8          144.3          138.1
                                                                         -----------    -----------    -----------
                                                                             2,576.4        2,775.8        2,711.2
                                                                         -----------    -----------    -----------
Shareholders' equity
Capital stock (note 7)                                                         739.5          728.7          732.3
Contributed surplus                                                             13.9            7.7            8.9
Retained earnings                                                              729.1          794.1          818.5
Unrealized translation adjustments                                            (345.1)        (345.3)        (340.3)
                                                                         -----------    -----------    -----------
                                                                             1,137.4        1,185.2        1,219.4
                                                                         -----------    -----------    -----------
                                                                         $   3,713.8    $   3,961.0    $   3,930.6
                                                                         ===========    ===========    ===========
</TABLE>

The accompanying notes to the consolidated financial statements are an integral
part of these statements.

                                      -14-
<PAGE>


 MOLSON INC.

 CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED

<TABLE>
<CAPTION>
                                                                           Three months ended        Nine months ended
                                                                               December 31               December 31
                                                                         -----------------------   -----------------------
(Dollars in millions)                                                       2004         2003        2004         2003
- ----------------------------------------------------------------------   ----------   ----------   ----------   ----------
<S>                                                                      <C>          <C>          <C>          <C>
Operating activities
  Net earnings (loss)                                                    $     17.7   $     43.6   $    (31.9)  $    194.8
  Impairment charge (note 3)                                                      -            -        210.0            -
  Merger related costs and provisions for rationalization (note 4)             44.1            -         63.5         36.3
  Amortization of capital assets                                               16.3         14.4         51.6         48.4
  Future income taxes                                                           9.9         23.5         31.3         54.5
  Minority interest                                                            (9.8)        (1.1)       (66.1)       (11.7)
  Funding of deferred liabilities less than
   (in excess of) expense                                                     (34.7)         3.0        (71.9)       (35.9)
  Used for working capital                                                     (6.6)       (67.8)       (10.9)      (120.5)
  Merger and rationalization costs                                            (21.0)        (4.3)       (22.4)       (11.1)
  Other                                                                        (0.9)         1.4         (0.7)        (2.8)
                                                                         ----------   ----------   ----------   ----------
Cash provided from operating activities                                        15.0         12.7        152.5        152.0
                                                                         ----------   ----------   ----------   ----------
Investing activities
  Additions to property, plant and equipment                                  (19.4)       (25.4)       (33.7)       (46.9)
  Additions to investments and other assets                                    (1.3)        (2.4)        (6.6)        (6.1)
  Proceeds from disposal of property, plant
   and equipment                                                                1.0          0.7          4.6         16.1
  Proceeds from disposal of investments and
   other assets                                                                 2.4          0.8          2.9          4.1
                                                                         ----------   ----------   ----------   ----------
Cash used for investing activities                                            (17.3)       (26.3)       (32.8)       (32.8)
                                                                         ----------   ----------   ----------   ----------
Financing activities
  Increase in long-term debt                                                  140.3        113.0        398.8        458.3
  Reduction in long-term debt                                                 (92.0)       (78.4)      (488.6)      (547.8)
  Securitization of accounts receivable                                       (23.0)       (31.0)        25.0         44.0
  Shares repurchased (note 7)                                                     -            -            -        (24.6)
  Cash dividends paid                                                         (18.6)       (16.6)       (54.8)       (47.7)
  Proceeds from the exercise of stock options                                   1.7          2.0          5.7         11.5
  Other                                                                           -          0.1          0.2          0.1
                                                                         ----------   ----------   ----------   ----------
Cash provided from (used for) financing activities                              8.4        (10.9)      (113.7)      (106.2)
                                                                         ----------   ----------   ----------   ----------
Increase (decrease) in cash from continuing
 operations                                                                     6.1        (24.5)         6.0         13.0
Increase (decrease) in net cash from
 discontinued operations (note 9)                                               0.6         (7.2)        (1.8)        (6.4)
                                                                         ----------   ----------   ----------   ----------
Increase (decrease) in cash                                                     6.7        (31.7)         4.2          6.6
Effect of exchange rate changes on cash                                        (0.7)           -         (0.7)         0.1
Cash, beginning of period                                                      18.7         50.6         21.2         12.2
                                                                         ----------   ----------   ----------   ----------
Cash, end of period                                                      $     24.7   $     18.9   $     24.7   $     18.9
                                                                         ==========   ==========   ==========   ==========
</TABLE>

The accompanying notes to the consolidated financial statements are an integral
part of these statements.

                                      -15-
<PAGE>

MOLSON INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the nine months ended December 31, 2004 and 2003
(Dollars in millions, except share and per share amounts)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES

These interim consolidated financial statements have been prepared in
accordance with Canadian generally accepted accounting principles, using the
same accounting policies as outlined in note 1 of the consolidated financial
statements for the year ended March 31, 2004, except as noted below. They do not
conform in all respects with disclosures required for annual financial
statements and should be read in conjunction with the audited consolidated
financial statements for the year ended March 31, 2004 of Molson Inc.'s 2004
Annual Report.

NOTE 2. CHANGE IN ACCOUNTING POLICIES

Effective April 1, 2004, the Corporation adopted the Canadian Institute of
Chartered Accountants ("CICA") Accounting Guideline 13 "Hedging Relationships",
which establishes certain conditions regarding when hedge accounting may be
applied. The relevant hedging relationships will be subject to an effectiveness
test on a regular basis for reasonable assurance that it is and will continue to
be effective. Under these rules, any derivative instrument that does not qualify
for hedge accounting will be reported on a mark-to-market basis in earnings.

Effective April 1, 2002, the Corporation adopted, on a prospective basis, the
CICA Handbook section 3870 "Stock-Based Compensation and Other Stock-Based
Payments". Effective April 1, 2003, the Corporation began to expense the cost of
stock option grants, with a restatement of the prior period. The Corporation
determines the cost of all stock options granted since April 1, 2002 using a
fair value method. This method of accounting uses an option pricing model to
determine the fair value of stock options granted and the amount is amortized
over the period in which the related employee services are rendered. Opening
retained earnings for fiscal 2004 was reduced by $3.7 reflecting the full year
effect of fiscal 2003 stock option expense.

NOTE 3. IMPAIRMENT CHARGE

In the second quarter of fiscal 2005 the Corporation determined that the fair
value of the Brazil intangible assets had decreased below book value.
Accordingly, the Corporation recorded an impairment charge of $210.0 ($168.0
after minority interest) which reduced the goodwill by $130.0 ($104.0 after
minority interest) and brand names by $80.0 ($64.0 after minority interest).

NOTE 4. MERGER RELATED COSTS AND PROVISIONS FOR RATIONALIZATION

On July 21, 2004, the Corporation entered into an agreement with Adolph Coors
Company ("Coors") to combine the two companies. As a result of the proposed
merger, $8.0 in costs were incurred in the current quarter, $24.0 for the nine
months ended December 31, 2004 and consist mainly of investment banking, legal
and accounting fees. In addition, the Corporation recorded a charge for
provisions for rationalization of $36.1, relating to the closure of the
Queimados brewery and organization right-sizing including sales centres. The
rationalization provision includes $24.1 to write-down fixed assets and $12.0
for severance, other closure costs related to the brewery closure and the sales
centre right-sizing program as well as an accrual for additional labour
contingencies relating to previously closed breweries in Brazil.

During the first quarter of fiscal 2004, the Corporation recorded a charge of
$43.3 relating to the closure of the Ribeirao Preto plant in Brazil represented
by a $37.5 write-down of fixed assets to net recoverable amount and employee
severance and other closure costs of $5.8. There is no remaining accrual.

                                      -16-
<PAGE>

MOLSON INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the nine months ended December 31, 2004 and 2003
(Dollars in millions, except share and per share amounts)

NOTE 4. MERGER RELATED COSTS AND PROVISIONS FOR RATIONALIZATION (CONT'D)

Also in the first quarter of fiscal 2004, the Corporation completed a sale of a
residual property adjacent to the Barrie brewery. A pre-tax gain of $7.0 was
recorded in the provision for rationalization line in the statement of earnings
which is consistent with the original Barrie plant closure provision.

NOTE 5. EARNINGS PER SHARE

The following is a reconciliation of the weighted-average shares outstanding for
basic and diluted earnings per share computations for net earnings (loss):

<TABLE>
<CAPTION>
                                                                           Three months ended            Nine months ended
                                                                              December 31                   December 31
                                                                      ---------------------------   ---------------------------
                                                                          2004           2003           2004           2003
                                                                      ------------   ------------   ------------   ------------
<S>                                                                   <C>            <C>            <C>            <C>
Net earnings (loss)                                                   $       17.7   $       43.6   $      (31.9)  $      194.8
                                                                      ------------   ------------   ------------   ------------
Weighted average number of shares outstanding - (millions)
   Weighted average number of shares outstanding - basic                     127.8          127.2          127.7          127.0
   Effect of dilutive securities                                               1.7            1.3            1.6           1.3
                                                                      ------------   ------------   ------------   ------------
Weighted average number of shares outstanding - diluted                      129.5          128.5          129.3          128.3
                                                                      ============   ============   ============   ============
</TABLE>

The dilutive effect of outstanding stock options on earnings per share is based
on the application of the treasury stock method. Under this method, the proceeds
from the potential exercise of such stock options are assumed to be used to
purchase Class A non-voting shares. During the current quarter of fiscal 2005,
options to purchase 636,349 (fiscal 2004 - 620,575) Class A non-voting shares
were not included in the calculation of diluted earnings per share as the
exercise price exceeded the average market price of the shares in the
three-month period. For the nine months ended December 31, 2004, no dilution
impact was calculated due to the net loss incurred. In the nine-month period
ended December 31, 2003, 620,575 Class A non-voting shares were not included in
the diluted earnings per share calculation.

NOTE 6. LONG-TERM DEBT

The floating rate note program is an agreement under which the Corporation and
the placement agent may agree to issue debt under terms and conditions that are
only determined at the time of placement of the debt. As such, the Corporation's
term loan and the $200.0 floating rate notes are classified as current
liabilities. It is the Corporation's intention to refinance this debt with
either a new term loan or through the medium-term note program or other
facility. On October 19, 2004, the one year $50.0 floating rate note matured and
was refinanced using the term loan credit facility.

The Corporation had a $50.0 364-day revolving credit facility that expired on
September 14, 2004 which the Corporation did not renew. There were no amounts
drawn on this facility.

On September 16, 2004, a third party bank exercised its right to cancel the
interest rate swap which converted $100.0 of the Corporation's floating rate
note maturing September 16, 2005 to a fixed rate. The Corporation also has an
interest rate swap for $100.0 which converted the Molson Canada debenture due
June 2, 2008 with a fixed rate of 6.0% to a variable rate.

                                      -17-
<PAGE>

MOLSON INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the nine months ended December 31, 2004 and 2003
(Dollars in millions, except share and per share amounts)

NOTE 7. CAPITAL STOCK

The total number of Class A non-voting and Class B common shares outstanding at
December 31, 2004 were 127,834,299 (127,282,671 at December 31, 2003) consisting
of 107,977,477 (104,839,395 at December 31, 2003) Class A non-voting shares and
19,856,822 (22,443,276 at December 31, 2003) Class B common shares.

For the three-month and nine-month periods ended December 31, 2004, and the
three-month period ended December 31, 2003, the Corporation did not repurchase
any Class A non-voting or Class B common shares. In the nine-month period ended
December 31, 2003, the Corporation repurchased 751,000 Class A non-voting shares
at prices ranging between $32.15 and $34.99 and no Class B common shares. In
fiscal 2004, of the total amount of $24.6 repurchased, $4.2 was charged to
capital stock based on the weighted-average stated capital with the excess of
$20.4 being charged to retained earnings.

STOCK-BASED COMPENSATION
The Corporation has a stock option plan for eligible employees and non-employee
directors of the Corporation, under which Class A non-voting shares of the
Corporation may be purchased at a price equal to the market price of the common
shares at the date of granting of the option. The options vest over a period of
two, three, four or five years and are exercisable for a period not to exceed
ten years from the date of the grant. At December 31, 2004, there were 5,716,380
(2003 - 5,090,750) stock options outstanding and 929,101 (2003 - 2,028,013)
stock options available for future grants. During the first nine months of
fiscal 2005, the Corporation granted, less forfeitures, 977,900 (2004 - 855,725)
stock options at exercise prices of $31.44 and $33.21 (2004 - ranging between
$32.31 and $36.96).

The fair value of each option grant is estimated on the date of grant using the
Black-Scholes option pricing model with the following weighted average
assumptions used for grants during the nine-month period: dividend yield of 1.4%
(2003 - 1.6%); expected volatility of 24.7% (2003 - 25.5%), risk-free interest
rate of 4.2% (2003 - 4.4%); and an expected life of 6 years (2003 -6 years). The
weighted average fair value of options granted in the nine-month period is $8.84
(2003 - $9.29) per share.

The Corporation has recorded $5.0 (2003 - $4.0) related to stock option expense
for the nine months ended December 31, 2004.

The Corporation's contributions to the employee share ownership plan ("MESOP")
of $1.3 (2003 -$1.3) were charged to earnings during the nine-month period ended
December 31, 2004.

As at December 31, 2004, 136,449 (2003 - 161,371) Deferred Share Units ("DSU's")
were outstanding. For the nine-month period ended December 31, 2004, $0.8
(2003 - $0.4) was charged to earnings representing the accrual for services
provided in the period which were paid with the issuance of DSU's.

                                      -18-
<PAGE>

MOLSON INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the nine months ended December 31, 2004 and 2003
(Dollars in millions, except share and per share amounts)

NOTE 8. SEGMENT DISCLOSURES

The Corporation's business is producing and marketing beer and other malt-based
beverages. Its business units are located in three main geographic regions:
Canada, Brazil and the United States.

These segments are managed separately since they all require specific market
strategies. The Corporation assesses the performance of each segment based on
operating income or EBIT. Accounting policies relating to each segment are
identical to those used for the purposes of the consolidated financial
statements. Management of interest expense and income tax expense are
centralized and, consequently, these expenses are not allocated among operating
groups. Inter-segment revenues reflect transactions made on an arms-length
basis.

<TABLE>
<CAPTION>
                                           Canada               Brazil             United States        Consolidated
                                     ------------------   --------------------   -----------------   -----------------
Three months ended December 31         2004       2003      2004         2003      2004      2003      2004      2003
- ----------------------------------   -------    -------   -------      -------   -------   -------   -------   -------
<S>                                  <C>        <C>       <C>          <C>         <C>       <C>     <C>       <C>
Revenues from external customers       634.4      620.4     220.9        240.8      14.9      15.8     870.2     877.0
Inter-segment revenues                   7.7        9.1       0.4          1.0         -         -       8.1      10.1
EBIT                                   102.0(i)   116.0     (38.1)(ii)     0.3      (1.2)     (1.0)     62.7     115.3
Assets                               2,537.4    2,544.9   1,019.1      1,257.4     157.3     158.7   3,713.8   3,961.0
Goodwill                               198.0      198.0     458.6        586.9         -         -     656.6     784.9
Amortization of capital assets:
    Amortization of property plant
     and equipment                      10.9       10.2       5.2          4.1       0.1         -      16.2      14.3
    Amortization of intangible
     assets                                -          -       0.1          0.1         -         -       0.1       0.1
Additions to capital assets             14.5       12.4       4.6         13.0       0.3         -      19.4      25.4
</TABLE>

<TABLE>
<CAPTION>
                                           Canada                    Brazil               United States       Consolidated
                                     -------------------      --------------------      -----------------   -----------------
Nine months ended December 31          2004        2003         2004        2003         2004       2003      2004      2003
- -----------------------------------  -------     -------      -------     --------      -------   -------   -------   -------
<S>                                  <C>         <C>          <C>         <C>             <C>       <C>     <C>       <C>
Revenues from external customers     2,112.3     2,116.1        532.7        568.0         57.1      59.1   2,702.1   2,743.2
Inter-segment revenues                  28.1        30.9          5.0          6.4            -         -      33.1      37.3
EBIT                                   391.4(ii)   436.1(iv)   (302.5)(v)    (41.1)(vi)    (3.5)     (2.8)     85.4     392.2
Assets                               2,537.4     2,544.9      1,019.1     1 ,257.4        157.3     158.7   3,713.8   3,961.0
Goodwill                               198.0       198.0        458.6        586.9            -         -     656.6     784.9
Impairment charge                          -           -        210.0            -            -         -     210.0         -
Amortization of capital assets:
    Amortization of property plant
     and equipment                      34.7        33.9         16.4         14.0          0.1       0.1      51.2      48.0
    Amortization of intangible
     assets                                -           -          0.4          0.4                      -       0.4       0.4
Additions to capital assets             24.6        26.9          8.7         20.0          0.4         -      33.7      46.9
</TABLE>

(i)   Includes the $8.0 merger related costs.
(ii)  Includes the charge for rationalization costs of $36.1.
(iii) Includes $24.0 merger related costs and $2.2 charge for rationalization
      costs.
(iv)  Includes the $7.0 gain on sale of a property.
(v)   Includes an impairment charge of $210.0 and the charge for rationalization
      costs of $37.3.
(vi)  Includes a provision for rationalization of $43.3.

                                      -19-
<PAGE>

MOLSON INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the nine months ended December 31, 2004 and 2003
(Dollars in millions, except share and per share amounts)

NOTE 9. DISCONTINUED OPERATIONS

Cash provided from discontinued operations of $0.6 ($7.2 use of cash in fiscal
2004) in the three-month period and cash used of $1.8 ($6.4 in fiscal 2004) in
the nine-month period were used for operating activities.

NOTE 10. SUBSEQUENT EVENTS

In a special shareholder meeting held on January 28, 2005, Molson Class A
non-voting and Class B common shareholders approved the proposed merger with
Coors. The proposed merger received the approval of Coors stockholders at a
special meeting on February 1, 2005, and the transaction was also approved by
the Quebec Superior Court on February 2, 2005. The Molson Coors stock is
expected to start trading on the NYSE and the exchangeable shares of Molson
Coors Canada Inc. on the TSX on February 9, 2005. Registered Molson shareholders
at the close of business on the day preceding the closing will be entitled to
receive a $5.44 special dividend, approximately $650, as part of the approved
transaction.

In January 2005, the Corporation entered into a bridge facility in the amount of
$250.0 for the purpose of paying the special dividend. The bridge facility will
be available for a period of 90 days from the closing of the merger and is
expected to be refinanced within that period by a credit facility of the merged
company.

On February 8, 2005, the Corporation announced its intent to request approval
for the redemption of the $200.0 floating rate medium term notes from the note
holders. Note holder consent of at least 66 2/3% of the aggregate principal
amount is required and the Corporation expects to have such consent by February
22, 2005. To compensate note holders, the redemption price will include a
premium of 0.23% of principal amount, together with accrued and unpaid interest
to, but not including, the date of redemption.

The Corporation also announced its intent to redeem the Molson debentures. The
debentures will be redeemed on March 18, 2005 for an aggregate amount of
approximately $690 including the accrued but unpaid interest to, but not
including, the redemption date.

Both the floating rate notes and the debenture redemptions will be financed
through a credit facility of Molson Coors Brewing Company.

NOTE 11. COMPARATIVE FIGURES

Certain comparative figures have been restated to conform to the current
period's basis of presentation.

                                      -20-
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.4
<SEQUENCE>5
<FILENAME>mc2012ex994.txt
<TEXT>
                                                                    Exhibit 99.4

                             [LOGO OF MOLSON COORS]

                    MOLSON AND COORS COMPLETE MERGER TO FORM
                          MOLSON COORS BREWING COMPANY

MONTREAL, Canada, and GOLDEN, Colorado, February 9, 2005 - Molson Inc. (TSX:
MOL.A) and Adolph Coors Company (NYSE: RKY) today announced that they have
completed the transaction announced on July 22, 2004, to combine Molson and
Coors in a merger of equals. Molson Coors Brewing Company is a new global
brewing company with the operating scale and balance sheet strength to be a
major player in the continuing consolidation of the brewing industry.

Molson and Coors shareholders approved the combination at their special
shareholder meetings held on January 28 and February 1, 2005, respectively, and
the Quebec Superior Court approved the transaction as required by Canadian law
on February 2, 2005.

W. Leo Kiely III, chief executive officer of Molson Coors Brewing Company said,
"By combining Molson and Coors, we have created a company with the market and
financial strength necessary to drive organic growth and compete more
effectively in today's increasingly challenging global market, while preserving
the rich heritages of two of the world's most prominent brewing companies. We
look forward to drawing on this brewing heritage and the combined strengths of a
world-class management team to deliver greater value to our customers, partners,
employees and shareholders."

"This transaction marks a new and important chapter in the history of both
companies," said Eric H. Molson, chairman of Molson Coors Brewing Company. "It
leverages successful business relationships and builds on the strategic and
cultural fit between our two companies. With an impressive track record in
brewing excellence, the new Molson Coors Brewing Company will be a dynamic and
competitive organization that will create long-term value for our shareholders
and the communities in which we operate."

SUMMARY OF THE TRANSACTION

The transaction was structured as a Plan of Arrangement under which each share
of Molson held by a Canadian resident was exchanged, at the election of the
holder, for exchangeable shares in a Canadian subsidiary of Molson Coors and/or
Molson Coors stock. Molson shares held by nonresidents of Canada have been
exchanged for Molson Coors stock. The transaction was structured to be
tax-deferred to Canadian resident Molson shareholders who have properly elected
to receive exchangeable shares, and taxable to U.S. holders of Molson shares and
those Canadian resident Molson shareholders who choose to convert to Molson
Coors stock.

<PAGE>

Under the Plan of Arrangement, each Molson Class B common share has been
converted into shares which were exchanged for 0.126 voting share and 0.234
non-voting share of Molson Coors (or exchangeable shares, as applicable) and
each Molson Class A non-voting share has been converted into shares which were
exchanged for 0.360 non-voting share of Molson Coors (or exchangeable shares, as
applicable). A total of 2,437,513 Class A exchangeable shares and 32,161,792
Class B exchangeable shares of Molson Coors Canada and 64,275 shares of Class A
common stock and 12,084,689 shares of Class B common stock of Molson Coors
Brewing Company have been issued as part of the merger transaction to former
Molson shareholders. In addition, Molson shareholders of record at close of
business on February 8, 2005, were eligible to receive a CDN $5.44 special
dividend as part of the transaction.

Starting today, the Molson Coors Brewing Company is listed on the New York Stock
Exchange under the ticker symbol NYSE:TAP.A and TAP. On the Toronto Stock
Exchange, Molson Coors common stock trades under the ticker symbol TAP.A and
TAP.NV, and the exchangeable Class A and Class B shares trade under the symbol
TPX.LV.A and TPX.NV.

EXECUTIVE OFFICES AND HEADQUARTERS

Molson Coors executive offices will be located in the metropolitan areas of
Denver, Colorado, and Montreal, Quebec. The Canadian operational headquarters
will be located in Toronto, Ontario, the U.S. operational headquarters will be
in Golden, Colorado, the U.K. headquarters will be in Burton-on-Trent, and the
Brazilian headquarters will be in Sao Paulo, Brazil.

MANAGEMENT STRUCTURE AND BOARD COMPOSITION

Molson Coors Brewing Company is drawing on an accomplished group of leaders from
both companies: Eric H. Molson serves as chairman of the Board; W. Leo Kiely
III, chief executive officer; Daniel J. O'Neill, vice chairman, synergies and
integration; and Timothy V. Wolf, chief financial officer.

Molson Coors Brewing Company will have a 15-member Board of Directors composed
of five members nominated by the Molson family, five members nominated by the
Coors family and three directors elected by the company's non-voting
shareholders including holders of non-voting exchangeable shares. W. Leo Kiely
III and Daniel J. O'Neill are directors. Nine members of the company's Board of
Directors will be independent of management and the controlling shareholders.

SYNERGIES AND COST SAVINGS

The company has established an Office of Synergies and Integration to facilitate
the development and implementation of plans to achieve the expected benefits of
the transaction. Through this Office, chaired by Daniel J. O'Neill, the company
expects to achieve annualized synergies of approximately US$175 million over
three years.

                                        2
<PAGE>

The principal sources of these synergies include the optimization of brewery
networks, increased procurement efficiencies, streamlined organizational design
and consolidated administrative functions.

PORTFOLIO OF BRANDS

The Molson Coors company has a well-established beverage portfolio that includes
Coors Light, Molson Canadian and Carling. In addition, Coors, Keystone, Aspen
Edge, Zima XXX, Worthington's, Molson Ultra, Export, Molson Dry, Rickard's and
Kaiser will be important brands in the portfolio.

ABOUT MOLSON COORS BREWING COMPANY

Molson Coors Brewing Company (NYSE: TAP, TSX: TAP.NV) is the fifth-largest
brewer in the world, with pro-forma combined annual volume of 60 million
hectoliters and net sales of more than US$6 billion. Molson Coors has a leading
market share in Canada and in the U.K., a growth profile in the U.S. and an
emerging market opportunity in Brazil, as well as a portfolio of
well-established brands including Molson Canadian, Coors Light and Carling.
Founded by pioneering families and tracing its roots back to 1786, Molson Coors
Brewing Company has 18 breweries and 15,000 employees worldwide.

FORWARD-LOOKING STATEMENTS

This press release includes "forward-looking statements" within the meaning of
the U.S. federal securities laws. Forward-looking statements are commonly
identified by such terms and phrases as "would," "may," "will," "expects" or
"expected to" and other terms with similar meaning indicating possible future
events or actions or potential impact on the businesses or shareholders of
Molson Coors Brewing Company (the "Company"). All forward-looking statements in
this press release are expressly qualified by information contained in the
Company's filings with regulatory authorities. The Company does not undertake to
update forward-looking statements, whether as a result of new information,
future events or otherwise.

Certain factors that could cause the Company's results to differ materially from
those described in the forward-looking statements can be found in the definitive
proxy statement and the periodic reports filed by the Company with the
Securities and Exchange Commission and available at the Securities and Exchange
Commission's internet site (http://www.sec.gov).

CONTACTS

Investors                                            Media
Dave Dunnewald                                       Sylvia Morin
303-279-6565                                         514-590-6345

                                      # # #

                                        3
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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