FORM 3
        	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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                      	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	                      	

1. Name and Address of Reporting Person *

MAY KISTLER COORS TRUST	2. Date of Event Requiring Statement (MM/DD/YYYY)
2/9/2005 
	3. Issuer Name and Ticker or Trading Symbol

MOLSON COORS BREWING CO [TAP]	
(Last)        (First)        (Middle)

C/O COORS FAMILY TRUSTS, MAIL STOP VR 900	4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)	
(Street)

GOLDEN, CO 80401       

(City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)

	6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person	

Table I - Non-Derivative Securities Beneficially Owned	
1.Title of Security
(Instr. 4)	2. Amount of Securities Beneficially Owned
(Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)	4. Nature of Indirect Beneficial Ownership
(Instr. 5)	
Class B Common Stock  	9252994  	I  	By: Keystone Financing LLC   (1)	

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)	
1. Title of Derivate Security
(Instr. 4)	2. Date Exercisable and Expiration Date
(MM/DD/YYYY)	3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)	6. Nature of Indirect Beneficial Ownership
(Instr. 5)	
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares				

Explanation of Responses:	
(  1) 	The reporting person is a member of the limited liability company that owns the reported securities and shares dispositive power over the reported securities with other members only in the event of a sale of all or substantially all of the assets of Keystone Holdings LLC. The reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.	

Reporting Owners	
Reporting Owner Name / Address	Relationships	
	Director	10% Owner	Officer	Other	
MAY KISTLER COORS TRUST
C/O COORS FAMILY TRUSTS
MAIL STOP VR 900
GOLDEN, CO 80401		X			

Signatures		
/s/ Jeffrey H. Coors as Attorney-in-Fact		2/21/2005	
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).	
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.	
 
Exhibit 24
 
POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby appoints Jeffrey H. Coors with full power of substitution, as its true and lawful attorney-in-fact to:
 
(1)                                   execute for and on behalf of the undersigned, in the undersigned’s capacity as a stockholder of Molson Coors Brewing Company (the “Company”), Schedule 13D in accordance with Section 13(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder;
 
(2)                                   execute for and on behalf of the undersigned, in the undersigned’s capacity as a stockholder of the Company, Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
 
(3)                                   do and perform any and all acts for and on behalf of the undersigned, which may be necessary or desirable to complete and execute any such Schedule 13D or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
(4)                                   take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 13 or Section 16 of the Exchange Act, which remain solely those of the undersigned.
 
The undersigned shall indemnify, defend and hold harmless such attorney-in-fact to the fullest extent permitted by law from and against any and all expenses, costs, losses, claims, demands, damages or liabilities to which such attorney-in-fact may become subject as a result of, or arising from or in connection with the performance of any and every act and thing done in the exercise of any of the rights and powers herein granted, except in the event of the attorney-in-fact’s bad faith or willful misconduct in such performance.

 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required by law to file Schedule 13D or Forms 3, 4 and 5 with regard to the undersigned’s ownership of or transactions in securities of Molson Coors Brewing Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.
 
This Power of Attorney may be executed in counterparts, each of which shall for all purposes be deemed to be an original, but all of which shall constitute one and the same instrument.
 
IN WITNESS WHEREOF , the undersigned has each executed this Power of Attorney as of February 17, 2005.

 	 	
 	/s/ William K. Coors	
 	William K. Coors , Individually and as Trustee of Grover C. Coors Trust dated August 7, 1952, Herman F. Coors Trust dated July 5, 1946, May Kistler Coors Trust dated September 24, 1965, Augusta Coors Collbran Trust dated July 5, 1946, Bertha Coors Munroe Trust dated July 5, 1946, Louise Coors Porter Trust dated July 5, 1946, Adolph Coors, Jr. Trust dated September 12, 1969.	
 	 	
 	/s/ Joseph Coors, Jr.	
 	Joseph Coors, Jr. , Individually and as Trustee of May Kistler Coors Trust dated September 24, 1965, Herman F. Coors Trust dated July 5, 1946.	
 	 	
 	/s/ Jeffrey H. Coors	
 	Jeffrey H. Coors as Trustee of May Kistler Coors Trust dated September 24, 1965, Grover C. Coors Trust dated August 7, 1952, Herman F. Coors Trust dated July 5, 1946, Augusta Coors Collbran Trust dated July 5, 1946, Bertha Coors Munroe Trust dated July 5, 1946, Louise Coors Porter Trust dated July 5, 1946, Adolph Coors, Jr. Trust dated September 12, 1969.	

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 	/s/ Peter H. Coors	
 	Peter H. Coors , Individually and as Trustee of May Kistler Coors Trust dated September 24, 1965, Grover C. Coors Trust dated August 7, 1952, Herman F. Coors Trust dated July 5, 1946, Augusta Coors Collbran Trust dated July 5, 1946, Bertha Coors Munroe Trust dated July 5, 1946, Louise Coors Porter Trust dated July 5, 1946, Adolph Coors, Jr. Trust dated September 12, 1969.	
 	 	
 	/s/ John K. Coors	
 	John K. Coors , Individually and as Trustee of May Kistler Coors Trust dated September 24, 1965, Grover C. Coors Trust dated August 7, 1952, Herman F. Coors Trust dated July 5, 1946, Augusta Coors Collbran Trust dated July 5, 1946, Bertha Coors Munroe Trust dated July 5, 1946, Louise Coors Porter Trust dated July 5, 1946.	
 	 	
 	/s/ J. Bradford Coors	
 	J. Bradford Coors as Trustee of Herman F. Coors Trust dated July 5, 1946.	
 	 	
 	/s/ Melissa E. Coors	
 	Melissa E. Coors as Trustee of Adolph Coors, Jr. Trust dated September 12, 1969.	
 	 	
 	/s/ Christien Coors Ficeli	
 	Christien Coors Ficeli as Trustee of Adolph Coors, Jr. Trust dated September 12, 1969.	

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