<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>vachonpoa.txt
<TEXT>
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
           I, Louis Vachon, the undersigned, do hereby make, constitute and
appoint SAMUEL D.
WALKER, E. LEE REICHERT and MARGARET (MEG) A. BECK, each acting individually,
as my true and lawful attorney-in-fact, with full power and authority as
described herein, on
behalf of and in my name, place and stead to:
           (1)  prepare, execute, acknowledge, deliver and file Forms 3, 4, and
5 (including any
amendments thereto) with respect to the securities of Molson Coors Brewing
Company, a
Delaware corporation (the "Company"), or as such company may be domesticated
hereafter, with
the United States Securities and Exchange Commission, any national securities
exchanges and
the Company, as considered necessary or advisable under Section 16(a) of the
Securities
Exchange Act of 1934 and the rules and regulations promulgated thereunder, as
amended from
time to time (the "Exchange Act");
           (2)  seek or obtain, as my representative and on my behalf,
information on transactions in
the Company's securities from any third party, including brokers, employee
benefit plan
administrators and trustees, and I hereby authorize any such person to release
any such
information to the attorney-in-fact and approve and ratify any such release of
information; and
           (3)  perform any and all other acts which in the discretion of such
attorney-in-fact are
necessary or desirable for me and on my behalf in connection with the foregoing.
          I further acknowledge that:
           (1)  this Power of Attorney authorizes, but does not require, the
attorney-in-fact to act in
his/her discretion on information provided to such attorney-in-fact without
independent
verification of such information;
           (2)  any documents prepared and/or executed by the attorney-in-fact
on my behalf
pursuant to this Power of Attorney will be in such form and will contain such
information and
disclosure as such attorney-in-fact, in his/her discretion, deems necessary or
desirable;
           (3)  neither the Company nor the attorney-in-fact assumes (i) any
liability for the my
responsibility to comply with the requirements of the Exchange Act, or (ii) any
obligation or
liability of mine for profit disgorgement under Section 16(b) of the Exchange
Act; and
           (4)  this Power of Attorney does not relieve me from responsibility
for compliance with my
obligations under the Exchange Act, including without limitation the reporting
requirements
under Section 16 of the Exchange Act.
           I, the undersigned, do hereby give and grant the foregoing
attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or
appropriate to be done in and about the foregoing matters as fully to all
intents and purposes as
the undersigned might or could do if present, hereby ratifying all that the
attorney-in-fact of, for
me and on my behalf, shall lawfully do or cause to be done by virtue of this
Limited Power of
Attorney.
           This Power of Attorney shall remain in full force and effect until
revoked by me in a
signed writing delivered to the attorney-in-fact.
           IN WITNESS WHEREOF, I have caused this Power of Attorney to be
executed as of this
31st day of May, 2012.

/s/ Louis Vachon
-----------------
Louis Vachon


           On this 31st day of May, 2012, Louis Vachon personally appeared
before me, Martin-
-Pierre Boulianne, a lawyer, member of the Quebec Bar Association in the
Province of Quebec,
Canada and acknowledged that he executed the foregoing instrument for the
purposes therein
contained.

          IN WITNESS WHEREOF, I have hereunto set my hand and official seal.

/s/ Martin-Pierre Boulianne
-----------------------------
Martin-Pierre Boulianne
Member of the Quebec Bar Association
No. 198501-9

My registration expires:  2013-03-31



My Commission Expires:  May 6, 2013
</TEXT>
</DOCUMENT>
