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  Exhibit 10.1    
    




  


REVISED

June 30, 2008 


Peter
Swinburn

222 Cook Street

Denver, CO 80206 


Dear
Peter: 


This
letter confirms Molson Coors Brewing Company's offer for you as the President and Chief Executive Officer of Molson Coors Brewing Company. 


 Effective Date  


        The effective date of your appointment is July 1, 2008 as the MillerCoors closing is scheduled to occur the day before. 



 Base Salary  


        Your adjusted base salary will be $875,000 per annum, payable monthly in arrears. 


 Short-term Incentive Opportunity  


        You will continue to be eligible for an annual bonus under the Molson Coors Incentive Plan (MCIP). Effective July 1, 2008, your
target opportunity is 100% of base salary. MCIP is awarded each March for the prior year's performance. Your MCIP opportunity is earned 100% on Molson Coors Brewing Company's performance. 



 Long-term Incentive Opportunity  


        You will continue to be eligible for long -term incentive awards targeting an annual compensation value of
$2.5 million. Presently, long-term incentive opportunity includes three vehicles—Performance Share Unit (PSUs) (20%), Stock Only Stock Appreciation Rights (SoSars) (40%)
and Restricted Share Units (RSUs) (40%). 


        Executive
compensation is reviewed annually and adjustments can be made to targets and ranges for base pay, short-term incentive or long term incentive components of the
total compensation package. Additionally, the type of long-term vehicles used by Molson Coors to fulfill the annual target compensation of the LTI component of pay are reviewed annually in
consideration of compensation objectives and financial impact to the Company. Should any changes be recommended and approved by the Compensation and Human Resources Committee and/or the
MCBC Board of Directors for either change in target compensation grant levels, ranges or in LTI vehicles, those changes would apply to you. 


 Total Compensation Opportunity  


        Total direct compensation includes base, short-term and long-term incentives. At target, short-term
and long-term incentive opportunity, your annual total compensation opportunity will be $4,250,000. 



 Promotional Assignment Grant  


        You will be granted 10,000 RSUs and 20,000 SoSars as acknowledgement of this appointment. This grant will be made in July 2008. 








 Other Compensation and Benefits  


        All other compensation and benefits awarded in conjunction with your prior appointment as President and Chief Executive Officer of
Coors Brewing Company (including participation in the Company's Health and Welfare Benefits, relocation assistance, allowances and reimbursements, monthly vehicle allowances and any remaining unused
US home to UK home first class, roundtrips for you and your spouse) remain in force. 


 Termination  


        In the event of termination due to death or disability, you or your estate will be entitled to the balance of your annual salary and a
full year's short term incentive for the year in which the death or disability occurs. Your long-term incentive awards will be subject to the terms of termination for each grant. 



        In
the event you elect either early or full retirement from Coors Brewing Company, your annual salary will cease as of the date of retirement and you will be eligible for a prorated MCIP
award payable at the same time as awards for other employees. The prorated MCIP will be based on your actual base salary earned over the period of your employment in the year of retirement. You will
be eligible for continuation of health and welfare benefits under the normal plan provisions. 


        In
the event of your involuntary termination by the Company, other than for just cause, you will be eligible for a severance payment, in the form of a continuation of your base salary
equal to 24 months (the "Severance Period"). You will not be entitled to any compensation on account of lost annual bonus (MCIP) payments for the Severance Period, but shall be eligible for
MCIP bonus payments prorated for any part of service up to the date of commencement of the severance period. In addition, all your existing insured benefits (excluding short and long-term
disability) and perquisites will be continued during the Severance Period or until you find new employment or self-employment which ever occurs first. You will continue to accrue pension
service during the Severance period or until you find new employment or self-employment which ever occurs first. 


        Peter,
I and the Molson Coors Board of Directors are very pleased with your appointment as President and CEO of Molson Coors Brewing Company. We're confident that you will effectively
lead the company to its' next level of performance. Please confirm your agreement with the compensation and employment provisions as outlined in this letter by your signature below, forwarding a
signed copy to me or to Ralph Hargrow, our Global Chief People Officer at your earliest convenience. 



					
	
 Regards,	
 	

 	
 	

 
	
 /s/ PETE COORS (RH)






  Pete Coors

Vice Chairman

Molson Coors Brewing Company	
 	

 	
 	

 






I
confirm that the above arrangements are in accordance with my understanding and are entirely acceptable to me. I agree to keep the terms of this employment agreement confidential. 



							
	 
	 	 
	 	 
	 	 

	Signature	 	/s/ PETER SWINBURN






  Peter Swinburn	 	Date	 	7-3-08







 














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Exhibit 10.1