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

FORM 10-Q/A
Amendment No. 1

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	

For the Quarterly period ended June 25, 2006	

OR	

o	
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	

For the transition period from                                to                                 .	
Commission File Number: 1-14829
MOLSON COORS BREWING COMPANY
 (Exact name of registrant as specified in its charter)

DELAWARE 
(State or other jurisdiction of
incorporation or organization)	 	84-0178360 
(I.R.S. Employer
Identification No.)	

1225 17 th Street, Denver, Colorado
1555 Notre Dame Street East, Montréal,
Québec, Canada 
(Address of principal executive offices)	
 	
80202
H2L 2R5
     
(Zip Code)	
303-279-6565 (Colorado)
514-521-1786 (Québec)
 (Registrant's telephone number, including area code)

        Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý  No  o
        Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer     ý	 	Accelerated filer     o	 	Non-accelerated filer     o	
        Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  o  No  ý
        Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of July 28, 2006:
Class A Common Stock—1,346,586 shares
Class B Common Stock—63,977,135 shares
Exchangeable shares:
        As of July 28, 2006, the following number of exchangeable shares was outstanding for Molson Coors Canada, Inc.:
Class A Exchangeable shares—1,735,120
Class B Exchangeable shares—19,075,001
        In addition, the registrant has outstanding one share of special Class A voting stock, through which the holders of Class A exchangeable shares and Class B exchangeable shares of Molson Coors Canada Inc. (a subsidiary of the registrant), respectively, may exercise their voting rights with respect to the registrant. The special Class A and Class B voting stock are entitled to one vote for each of the exchangeable share classes, respectively, excluding shares held by the registrant or its subsidiaries, and generally vote together with the Class A common stock and Class B common stock, respectively, on all matters on which the Class A common stock and Class B common stock are entitled to vote. The trustee holder of the special Class A voting stock and the special Class B voting stock has the right to cast a number of votes equal to the number of then outstanding Class A exchangeable shares and Class B exchangeable shares, respectively.

 
 Explanatory Note
        This Amendment No. 1 on Form 10Q/A amends our quarterly report on Form 10-Q for the quarter ended June 25, 2006 (the "Original Filing"), which was originally filed with the SEC on August 4, 2006. The purpose of this Amendment No. 1 is soley to include information required to be disclosed in Part II-Other Information, Item 4. Submission of Matters to a Vote of Security Holders.
        This Amendment No. 1 amends only Item 4 of Part II of the Original Filing and no other information in the Original Filing is amended hereby. In addition, pursuant to Regulation 12B-15, Item 6 of Part II of the Original Filing has been amended to contain currently dated certifications from the Company's Chief Executive Officer and Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002. The certifications of the Company's Chief Executive Officer and Chief Financial Officer are attached to this Amendment No. 1 as Exhibits 31.1 and 31.2.
        The Submission of Matters to a Vote of Security Holders section included in Part II of the Company's quarterly report on Form 10-Q for the quarter ended June 25, 2006 is hereby amended to include the following:
 
 PART II. OTHER INFORMATION
  ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
        At the Annual Meeting of Stockholders of Molson Coors Brewing Company held on May 17, 2006, the holders of shares of the Company's Class A Stock elected 11 directors and the holders of the Company's Class B Stock elected 3 directors. In addition, the holders of the Company's Class A stock ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for 2006. The results of those votes are tabulated below:

ELECTION OF CLASS A DIRECTORS	 	 	 	 	 	 	

DIRECTOR NOMINEE

FOR

 	
 	
WITHHELD
	
Francesco Bellini	 	2,673,590	 	 	 	32	
Rosalind G. Brewer	 	2,673,590	 	 	 	32	
Peter H. Coors	 	2,563,391	 	 	 	110,231	
Franklin W. Hobbs	 	2,673,590	 	 	 	32	
W. Leo Kiely III	 	2,563,391	 	 	 	110,231	
Gary S. Matthews	 	2,673,590	 	 	 	32	
Eric H. Molson	 	2,563,391	 	 	 	110,231	
Andrew T. Molson	 	2,563,391	 	 	 	110,231	
Melissa Coors Osborn	 	2,563,391	 	 	 	110,231	
Pamela H. Patsley	 	2,673,590	 	 	 	32	
H. Sanford Riley	 	2,673,590	 	 	 	32	

ELECTION OF CLASS B DIRECTORS	

 	

 	

DIRECTOR NOMINEE

FOR

 	
 	
WITHHELD
	
John E. Cleghorn	 	63,676,779	 	 	 	3,322,545	
Charles M. Herington	 	64,101,988	 	 	 	2,897,336	
David P. O'Brien	 	63,679,909	 	 	 	3,319,415	

CLASS A PROPOSAL	

 	

 	

RATIFICATION OF THE

FOR

AGAINST

WITHHELD
	
Appointment of PricewaterhouseCoopers LLP	 	2,673,592	 	2	 	28	
 
 ITEM 6. EXHIBITS
        The following are filed as a part of this Report on Form 10-Q/A:
(a)   Exhibits

Exhibit
Number
	 	Document Description
	
31.1	 	Section 302 Certification of Chief Executive Officer.	

31.2	
 	
Section 302 Certification of Chief Financial Officer.	
        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/   MARTIN L. MILLER       

Martin L. Miller
 Vice President and Global Controller
(Chief Accounting Officer) 
September 14, 2006	

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 Explanatory Note
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 6. EXHIBITS
 
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EXHIBIT 31.1
 
 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
I, W. Leo Kiely III, certify that:
1.
I have reviewed this quarterly report on Form 10-Q/A of Molson Coors Brewing Company;

2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financials statements for external purposes in accordance with generally accepted accounting principles;

c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 	
/s/   W. LEO KIELY III       

W. Leo Kiely III
 Global Chief Executive Officer
(Principal Executive Officer) 
September 14, 2006	

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 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
 
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EXHIBIT 31.2
 
 SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER
I, Timothy V. Wolf, certify that:
1.
I have reviewed this quarterly report on Form 10-Q/A of Molson Coors Brewing Company;

2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financials statements for external purposes in accordance with generally accepted accounting principles;

c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 	
/s/   TIMOTHY V. WOLF       

Timothy V. Wolf
 Global Chief Financial Officer
(Principal Financial Officer) 
September 14, 2006	

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 SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER