-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UT/FkpvJ+NlbKVkbCvEOElus0kWYf+K+5nCVJGkNd/2wkqb3Ip+ANaLJmdCWbuHC D0UhJZgtsPMHhXCT1UYseQ== 0000893750-97-000186.txt : 19970630 0000893750-97-000186.hdr.sgml : 19970630 ACCESSION NUMBER: 0000893750-97-000186 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970627 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SEAGRAM CO LTD CENTRAL INDEX KEY: 0000088188 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 0701 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50475 FILM NUMBER: 97632105 BUSINESS ADDRESS: STREET 1: 1430 PEEL ST STREET 2: H3A 1S9 CITY: MONTREAL QUEBEC CANA STATE: A8 BUSINESS PHONE: 5148495271 MAIL ADDRESS: STREET 1: C/O JOSEPH E SEAGRAM & SONS INC STREET 2: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRONFMAN EDGAR M ET AL CENTRAL INDEX KEY: 0001000372 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 2124553575 MAIL ADDRESS: STREET 1: BRONFMAN EDGAR M ET AL STREET 2: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11 )* THE SEAGRAM COMPANY LTD. (Name of Issuer) common shares without nominal or par value (Title of Class of Securities) 811850 10 6 (CUSIP Number) Sarah E. Cogan Simpson Thacher & Bartlett 425 Lexington Avenue, New York, New York 10017 (212) 455-3575 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 18, 1997 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). PAGE 1 OF 50 PAGES SCHEDULE 13D CUSIP No. 811850 10 6 Page 2 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EDGAR M. BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman, as Managing Partner of Bronfman Associates, as trustee of a certain charitable foundation and as voting trustee under a certain voting trust agreement. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 832,028 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 7,200,520 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 832,028 10 SHARED DISPOSITIVE POWER 62,794,960 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 70,587,152 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.2 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 3 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON THE HON. CHARLES R. BRONFMAN, individually, as director or trustee of certain charitable foundations and as voting trustee under certain voting trust agreements. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 120,860,296 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 7,200,520 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 1,411,528 10 SHARED DISPOSITIVE POWER 4,114,520 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 128,060,816 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 4 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PHYLLIS LAMBERT 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 1,000,000 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 1,000,000 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 5 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON SAMUEL BRONFMAN II, individually and as trustee of a certain charitable foundation. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 113,908 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 240,000 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 113,908 10 SHARED DISPOSITIVE POWER 240,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 353,908 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 6 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EDGAR BRONFMAN, JR. individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as trustee of a certain charitable foundation. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 1,639,840 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 240,000 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 1,639,840 10 SHARED DISPOSITIVE POWER 62,795,237 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 64,435,077 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.5 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 7 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MATTHEW BRONFMAN, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 240 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 240 10 SHARED DISPOSITIVE POWER 62,554,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,554,844 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 8 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STEPHEN R. BRONFMAN, individually, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of certain charitable foundations 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 24,000 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 24,000 10 SHARED DISPOSITIVE POWER 28,674,164 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,698,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 9 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ELLEN J. BRONFMAN HAUPTMAN, individually and as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 24,000 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 24,000 10 SHARED DISPOSITIVE POWER 24,800,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,824,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 10 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON HAROLD R. HANDLER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 62,554,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,554,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 11 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MAYO A. SHATTUCK III, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 62,554,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,554,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 12 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JOHN L. WEINBERG, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 12,000 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 12,000 10 SHARED DISPOSITIVE POWER 62,554,604 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 62,566,604 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.1 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 13 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ARNOLD M. LUDWICK, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as a director of certain charitable foundations. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 28,674,164 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,674,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 14 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ROBERT S. VINEBERG, individually and as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 53,2000 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 53,2000 10 SHARED DISPOSITIVE POWER 24,800,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,853,200 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 15 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GARY J. GARTNER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Canada 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 3,400,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,400,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 16 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STEVEN H. LEVIN, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 3,400,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,400,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 17 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JEFFREY D. SCHEINE, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 3,400,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,400,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 18 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON TREVOR CARMICHAEL, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Barbados 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 24,820,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,820,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 19 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NEVILLE LEROY SMITH, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Barbados 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 24,820,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,820,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 20 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BRUCE I. JUDELSON, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 24,820,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,820,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.8 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 21 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STANLEY N. BERGMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 6,960,164 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 6,643,836 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,960,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 22 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON DR. GUIDO GOLDMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 6,960,164 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 6,643,836 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,960,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D CUSIP No. 811850 10 6 Page 23 of 50 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LEONARD M. NELSON, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States 7 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 6,960,164 REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 0 10 SHARED DISPOSITIVE POWER 6,643,836 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,960,164 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.9 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION Page 24 of 50 Pages Item 2. Identity and Background. Item 2 of the Statement on Schedule 13D, as amended, to which this amendment relates (the "Schedule 13D"), filed pursuant to Rule 13d-1 of the Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to the common shares without nominal or par value (the "Shares") of The Seagram Company Ltd., is hereby amended to read in its entirety as follows: Name and Principal Business Business Address or Occupation Citizenship EDGAR M. BRONFMAN Chairman of the Board of The United States 375 Park Avenue Seagram Company Ltd. New York, New York USA 10152 THE HON. CHARLES R. Co-Chairman of the Board and Canada BRONFMAN, P.C., C.C. Chairman of the Executive 1170 Peel Street Committee of The Seagram 8th Floor Company Ltd. Montreal, Quebec Canada H3B 4P2 PHYLLIS LAMBERT Architect Canada 1920 Baile Street Montreal, Quebec Canada H3H 2S6 SAMUEL BRONFMAN II President of Seagram Chateau & United States 2600 Campus Drive Estate Wines Company (a Suite 160 division of Joseph E. Seagram & San Mateo, California Sons, Inc.) USA 94403 EDGAR BRONFMAN, JR. Chief Executive Officer and United States 375 Park Avenue President of The Seagram New York, New York Company Ltd. USA 10152 MATTHEW BRONFMAN Chief Executive Officer of United States 30 West 26th Street Perfumes Isabell, L.L.C. (a 2nd Floor perfume company) New York, New York USA 10010 STEPHEN R. BRONFMAN Private Investor Canada 1170 Peel Street 8th Floor Montreal, Quebec Canada H3B 4P2 Page 25 of 50 Pages Name and Principal Business Business Address or Occupation Citizenship ELLEN J. BRONFMAN HAUPTMAN Private Investor Canada c/o Withers Solicitors 12 Gough Square London, England EC4A 3DE HAROLD R. HANDLER Attorney whose professional United States 425 Lexington Avenue corporation is a partner of New York, New York Simpson Thacher & Bartlett USA 10017 (attorneys) MAYO A. SHATTUCK III President and Chief Operating United States Alex. Brown & Sons Officer of Incorporated Alex. Brown & Sons 135 East Baltimore Street Incorporated Baltimore, Maryland (investment bankers) USA 21202 JOHN L. WEINBERG Senior Chairman of Goldman, United States 85 Broad Street Sachs & Co. (investment New York, New York bankers) USA 10004 ARNOLD M. LUDWICK President and Chief Executive Canada 1170 Peel Street Officer of Claridge Inc. and 8th Floor Vice President of The Seagram Montreal, Quebec Company Ltd. Canada H3B 4P2 ROBERT S. VINEBERG Partner of Goodman Phillips & Canada 1501 McGill College Avenue Vineberg (barristers and Montreal, Quebec solicitors) Canada H3A 3N9 GARY J. GARTNER Resident Counsel of Goodman Canada 430 Park Avenue Phillips & Vineberg (attorneys) 10th Floor New York, New York USA 10022 STEVEN H. LEVIN Resident Counsel of Goodman United States 430 Park Avenue Phillips & Vineberg (attorneys) 10th Floor New York, New York USA 10022 JEFFREY D. SCHEINE Resident Counsel of Goodman United States 430 Park Avenue Phillips & Vineberg (attorneys) 10th Floor New York, New York USA 10022 Page 26 of 50 Pages Name and Principal Business Business Address or Occupation Citizenship TREVOR CARMICHAEL, Q.C. Barrister, Chancery Chambers Barbados Chancery Chambers, (attorneys) Chancery House High Street Bridgetown, Barbados NEVILLE LEROY SMITH Managing Director of Royal Bank Barbados Sunset Drive of Canada Financial Corporation Pine Gardens (a financial institution) St. Michael, Barbados BRUCE I. JUDELSON Partner of Bergman, Horowitz & United States 157 Church Street Reynolds, P.C. (attorneys) New Haven, Connecticut USA 06510 STANLEY N. BERGMAN Partner of Bergman, Horowitz & United States 157 Church Street Reynolds, P.C. (attorneys) New Haven, Connecticut USA 06510 DR. GUIDO GOLDMAN Director of German Studies at United States First Spring Corporation the Center for European Studies 499 Park Avenue at Harvard University and New York, New York Chairman of First Spring USA 10022 Corporation (an investment company) LEONARD M. NELSON Shareholder of Bernstein, Shur, United States 100 Middle Street Sawyer & Nelson, P.C. Portland, Maine (attorneys) USA 04104 During the last five years, none of the foregoing: (i) has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors); or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws. Item 5. Interest in Securities of the Issuer. Item 5 of the Schedule 13D is hereby supplemented as follows: Current Ownership. As of the date hereof, Bronfman Associates, a New York general partnership ("BA"), owns 61,068,088 Shares or approximately 16.6% of the outstanding Shares. Edgar M. Bronfman is the Managing Partner of BA and the other partners of BA are the Edgar Miles Bronfman Trust (the "EMBT"), which holds a 99% general partnership interest, and the children of Edgar M. Bronfman, including Samuel Bronfman Page 27 of 50 Pages II, Edgar Bronfman, Jr. and Matthew Bronfman. The EMBT owns no Shares directly. Edgar M. Bronfman, Edgar Bronfman, Jr., Matthew Bronfman, Harold R. Handler, Mayo A. Shattuck III and John L. Weinberg are the trustees of the EMBT and of the PBBT/Edgar Miles Bronfman Family Trust (the "PBBT/EMBFT"), which are trusts for the benefit of Edgar M. Bronfman and his descendants. The PBBT/EMBFT owns 1,486,516 Shares or approximately 0.40% of the outstanding Shares. The C. Bronfman Family Trust (the "C.BFT"), the Charles Rosner Bronfman Family Trust (the "CRBFT"), The Charles Bronfman Trust (the "CBT") and The Charles R. Bronfman Trust (the "CRBT"), trusts for the benefit of Charles R. Bronfman and his descendants, own 24,820,000 Shares, 24,800,000 Shares, 1,700,000 Shares and 1,700,000 Shares, or approximately 6.8%, 6.8%, 0.46% and 0.46% of the outstanding Shares, respectively. The 24,820,000 Shares owned by the C.BFT are held through Ellworth Holdings S.A., a corporation of which the C.BFT owns substantially all of the equity. Trevor Carmichael, Neville LeRoy Smith and Bruce I. Judelson are the trustees of the C.BFT. Stephen R. Bronfman, Ellen J. Bronfman Hauptman, Arnold M. Ludwick and Robert S. Vineberg are the trustees of the CRBFT, and Gary J. Gartner, Steven H. Levin and Jeffrey D. Scheine are the trustees of each of the CBT and the CRBT. The Saidye Rosner Bronfman Ruby Trust (the "Ruby Trust") and the Saidye Rosner Bronfman Topaz Trust (the "Topaz Trust," and together with the Ruby Trust, the "de Gunzburg Trusts"), trusts for the benefit of descendants of the late Minda de Gunzburg, own 4,529,832 Shares and 2,114,004 Shares, or approximately 1.2% and 0.58% of the outstanding Shares, respectively. Stanley N. Bergman, Dr. Guido Goldman and Leonard M. Nelson are the trustees of the de Gunzburg Trusts. Philotecton Canada Inc. ("Philotecton"), a corporation wholly owned by Phyllis Lambert, owns 828,000 Shares or approximately 0.23% of the outstanding Shares. Edgar M. Bronfman, Charles R. Bronfman, Phyllis Lambert and the late Minda de Gunzburg are siblings. The Claridge Foundation, a charitable foundation the members and directors of which include Charles R. Bronfman, Stephen R. Bronfman and Arnold M. Ludwick, owns 3,280,000 Shares or approximately 0.89% of the outstanding Shares. The Chastell Foundation, a charitable foundation the members and directors of which include Charles R. Bronfman, Stephen R. Bronfman and Arnold M. Ludwick, owns 594,164 Shares or approximately 0.16% of the outstanding Shares. The Samuel Bronfman Foundation, a charitable foundation the trustees of which include Edgar M. Bronfman, Charles R. Bronfman, Samuel Bronfman II and Edgar Bronfman, Jr., owns 240,000 Shares or approximately 0.07% of the outstanding Shares. Edgar M. Bronfman owns directly 240 Shares, holds currently exercisable options to acquire 831,788 Shares and serves as an executor of an estate which owns 356 Shares; Charles R. Bronfman owns directly 1,002,760 Shares, holds currently exercisable options to acquire 408,768 Shares and serves as an executor of an estate which owns 356 Shares; Page 28 of 50 Pages Phyllis Lambert owns directly 172,000 Shares; Samuel Bronfman II owns directly 240 Shares and holds currently exercisable options to acquire 113,668 Shares; Edgar Bronfman, Jr. owns directly 240 Shares, holds currently exercisable options to acquire 1,639,600 Shares and, through an investment in the Joseph E. Seagram & Sons, Inc. 401(k) Plan with a value of $24,540.86 as of December 31, 1996, owns indirectly approximately 633 Shares; Matthew Bronfman owns directly 240 Shares; Stephen R. Bronfman owns directly 24,000 Shares; Ellen J. Bronfman Hauptman owns directly 24,000 Shares; John L. Weinberg owns directly 12,000 Shares and Robert S. Vineberg owns indirectly 53,200 Shares. Except with respect to Shares held by Edgar Bronfman, Jr. through the 401(k) Plan, each of such persons has the sole power to vote, or direct the voting of, and the sole power to dispose of, or direct the disposition of, the Shares stated to be owned directly, or indirectly in the case of Mr. Vineberg, by such person. In addition, the spouse of Edgar M. Bronfman owns directly 1,840 Shares, and the spouse of Charles R. Bronfman owns directly 12,000 Shares. The power to vote, or direct the voting of, and the power to dispose of, or direct the disposition of, the Shares beneficially owned by each of the aforementioned trusts is shared by the respective trustees of such trusts, except that the authority of the trustees to vote and dispose of the Shares beneficially owned by the trusts is limited by the voting trust agreements and right of first refusal agreement described below. Charles R. Bronfman is the voting trustee under a Voting Trust Agreement dated August 3, 1984, as amended, covering the 119,448,768 Shares owned directly or indirectly by the EMBT, the PBBT/EMBFT, the C.BFT, the CRBFT, the CBT, the CRBT, The Claridge Foundation and The Chastell Foundation, along with 700,000 shares owned by Charles R. Bronfman. See Item 6 - "Voting Trust Agreements" of the Schedule 13D. Edgar M. Bronfman, Charles R. Bronfman, Stanley N. Bergman, Leonard M. Nelson and Dr. Guido Goldman are the voting trustees under a Voting Trust Agreement dated May 15, 1986 covering the 6,643,836 Shares owned by the de Gunzburg Trusts, and 316,328 Shares owned by Jean de Gunzburg. See Item 6 - "Voting Trust Agreements" of the Schedule 13D. The Shares subject to the aforementioned voting trusts, along with Shares owned by Phyllis Lambert and Philotecton, are subject to a right-of-first-refusal agreement. See Item 6 - "Right of First Refusal Agreements" of the Schedule 13D, as supplemented below. Each person identified in the Schedule 13D expressly disclaims any beneficial interest in the Shares, except for those Shares which are stated to be owned directly by such person or, in the case of Phyllis Lambert, owned by Philotecton, and except to the extent of such person's beneficial interest in a trust which owns such Shares. Except to the extent expressly provided in agreements described in the Schedule 13D, the persons filing this statement expressly disclaim (i) that the trustees of the trusts referred to in the Schedule 13D act as a group with the trustees of any other trusts referred to in Page 29 of 50 Pages the Schedule 13D, and (ii) that any group exists with respect to the Shares referred to in the Schedule 13D. The number of Shares over which the trustees of the trusts described herein, Phyllis Lambert and Samuel Bronfman II exercise voting or dispositive power, either sole or shared, are set forth on the cover pages hereto. Percentages set forth on such cover pages and in this Item 5 are based on the 366,817,402 Shares outstanding as of April 30, 1997. Recent Transactions. On May 8, 1997, the CBT and the CRBT each sold 650,000 Shares at $38.807 per Share in a block transaction on the New York Stock Exchange. On May 28, 1997, the Charles Bronfman Family Trust transferred 4,000,000 Shares to the C.BFT which also assumed certain liabilities in connection therewith. On May 29, 1997, the Charles Bronfman Family Trust transferred 20,820,000 Shares to the C.BFT. These 24,820,000 Shares are held through Ellworth Holdings S.A., a corporation of which the C.BFT owns substantially all of the equity. After giving effect to such transactions, the Charles Bronfman Family Trust no longer owns any Shares. As set forth in Schedule A hereto, during May and June 1997 the Ruby Trust, the Topaz Trust and the Comet Trust, also a trust for the benefit of descendants of the late Minda de Gunzburg (the "Comet Trust"), sold 1,006,516, 1,919,548 and 613,032 Shares, respectively, in open market sales effected through brokerage transactions by Bear Stearns on the New York Stock Exchange. After giving effect to such transactions, the Comet Trust no longer owns any Shares. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Item 6 of the Schedule 13D is hereby supplemented as follows: Right-of-First-Refusal Agreements. There are no longer any Shares subject to the Ancillary RFR Agreement. Item 7. Material to be Filed as Exhibits. A. Powers of Attorney. B. Joint filing Agreement. Page 30 of 50 Pages Signatures After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: June 27, 1997 EDGAR M. BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman, as Managing Partner of Bronfman Associates, as trustee of a certain charitable foundation and as voting trustee under a certain voting trust agreement by: /s/ Harold R. Handler ___________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) THE HON. CHARLES R. BRONFMAN, individually, as director or trustee of certain charitable foundations and as voting trustee under certain voting trust agreements by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) PHYLLIS LAMBERT by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 31 of 50 Pages SAMUEL BRONFMAN II, individually and as trustee of a certain charitable foundation by: /s/ Harold R. Handler __________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) EDGAR BRONFMAN, JR., individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as trustee of a certain charitable foundation by: /s/ Harold R. Handler ___________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) MATTHEW BRONFMAN, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler ___________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) Page 32 of 50 Pages STEPHEN R. BRONFMAN, individually, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) ELLEN J. BRONFMAN HAUPTMAN, individually and as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) /s/ Harold R. Handler ____________________________________________ HAROLD R. HANDLER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman MAYO A. SHATTUCK III, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler _________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 33 of 50 Pages JOHN L. WEINBERG, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler ___________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) ARNOLD M. LUDWICK, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as a director of certain charitable foundations by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) ROBERT S. VINEBERG, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 34 of 50 Pages GARY J. GARTNER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) STEVEN H. LEVIN, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher ___________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) JEFFREY D. SCHEINE, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher ___________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) TREVOR CARMICHAEL, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher ___________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) Page 35 of 50 Pages NEVILLE LEROY SMITH, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) BRUCE I. JUDELSON, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) /s/ Stanley N. Bergman _________________________________________ STANLEY N. BERGMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement Page 36 of 50 Pages DR. GUIDO GOLDMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement by: /s/ Michel Boucher __________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) /s/ Leonard M. Nelson ____________________________________________ LEONARD M. NELSON, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement Page 37 of 50 Pages SCHEDULE A Shares Sold by Ruby Trust, Topaz Trust and Comet Trust during May and June 1997 Number of Price Per Date Seller Shares Sold Share 05/09/97 Topaz Trust 100,000 38.625 05/13/97 Topaz Trust 130,900 39.000 05/14/97 Ruby Trust 88,666 39.000 05/14/97 Topaz Trust 88,666 39.000 05/15/97 Ruby Trust 8,750 38.875 05/15/97 Topaz Trust 8,750 38.875 05/16/97 Ruby Trust 23,750 38.875 05/16/97 Topaz Trust 23,750 38.875 05/20/97 Ruby Trust 100 39.000 05/20/97 Topaz Trust 100 39.000 05/20/97 Ruby Trust 135,250 38.875 05/20/97 Topaz Trust 135,250 38.875 05/20/97 Ruby Trust 50,000 38.750 05/20/97 Topaz Trust 50,000 38.750 05/21/97 Comet Trust 15,500 39.125 05/21/97 Topaz Trust 15,500 39.125 05/21/97 Comet Trust 27,750 39.000 05/21/97 Topaz Trust 27,750 39.000 05/22/97 Comet Trust 50,000 39.375 05/22/97 Topaz Trust 50,000 39.375 05/22/97 Comet Trust 67,750 39.125 05/22/97 Topaz Trust 67,750 39.125 05/22/97 Comet Trust 101,500 39.000 05/22/97 Topaz Trust 101,500 39.000 05/22/97 Comet Trust 37,500 38.875 05/22/97 Topaz Trust 37,500 38.875 05/23/97 Comet Trust 4,000 40.250 05/23/97 Comet Trust 16,000 40.125 05/23/97 Comet Trust 10,032 39.625 05/23/97 Topaz Trust 10,032 39.625 05/23/97 Comet Trust 72,100 39.375 05/23/97 Topaz Trust 72,100 39.375 05/27/97 Comet Trust 100,900 39.500 05/28/97 Comet Trust 3,000 39.500 05/28/97 Comet Trust 1,000 39.250 05/29/97 Comet Trust 5,800 40.000 05/29/97 Comet Trust 45,000 39.875 05/29/97 Comet Trust 36,000 39.750 05/29/97 Comet Trust 5,500 39.625 05/29/97 Comet Trust 13,700 39.500 Page 38 of 50 Pages Number of Date Seller Shares Sold Price Per Share 06/12/97 Topaz Trust 100,000 41.125 06/13/97 Topaz Trust 28,000 41.875 06/13/97 Topaz Trust 137,000 41.750 06/13/97 Topaz Trust 35,000 41.625 06/16/97 Ruby Trust 6,000 41.750 06/16/97 Topaz Trust 6,000 41.750 06/16/97 Ruby Trust 13,350 41.500 06/16/97 Topaz Trust 13,350 41.500 06/16/97 Ruby Trust 30,650 41.125 06/16/97 Topaz Trust 30,650 41.125 06/18/97 Topaz Trust 500,000 40.250 06/19/97 Ruby Trust 100,000 40.875 06/19/97 Ruby Trust 150,000 40.750 06/19/97 Topaz Trust 150,000 40.750 06/20/97 Ruby Trust 6,900 40.875 06/20/97 Ruby Trust 194,600 40.750 06/25/97 Ruby Trust 100,000 40.500 06/25/97 Ruby Trust 98,500 40.250 Page 39 of 50 Pages EXHIBIT INDEX Sequentially Description of Exhibit Numbered Page A. Powers of Attorney 40 B. Joint Filing Agreement 44 Page 40 of 50 Pages EXHIBIT A POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT the undersigned, solely in the undersigned's capacity as a trustee of the C. Bronfman Family Trust, hereby constitutes and appoints MICHEL BOUCHER, ANDREW J. PARSONS and ROBERT S. VINEBERG and each of them severally, as the undersigned's true and lawful attorneys and agents, with power to act with or without the others and with full power of substitution and resubstitution, to execute in the name, place and stead of the undersigned any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under Section 13 or Section 16 of the United States Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements thereunder, or any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under any comparable laws, rules, regulations and requirements of any foreign jurisdiction, and to file any of the same with the Securities and Exchange Commission and any other appropriate U.S. and foreign regulatory authorities, said attorneys and agents having full power and authority to do and perform in the name and on behalf of the undersigned every act necessary to be done in the premises as fully and as effectually as the undersigned might or could do in person; and the undersigned hereby ratifies and confirms all that said attorneys and agents shall do or cause to be done by virtue hereof. IN WITNESS WHEREOF the undersigned has subscribed these presents as of June 3, 1997. /s/ Bruce I. Judelson _________________________ Bruce I. Judelson Page 41 of 50 Pages POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT the undersigned, solely in the undersigned's capacity as a trustee of the C. Bronfman Family Trust, hereby constitutes and appoints MICHEL BOUCHER, ANDREW J. PARSONS and ROBERT S. VINEBERG and each of them severally, as the undersigned's true and lawful attorneys and agents, with power to act with or without the others and with full power of substitution and resubstitution, to execute in the name, place and stead of the undersigned any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under Section 13 or Section 16 of the United States Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements thereunder, or any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under any comparable laws, rules, regulations and requirements of any foreign jurisdiction, and to file any of the same with the Securities and Exchange Commission and any other appropriate U.S. and foreign regulatory authorities, said attorneys and agents having full power and authority to do and perform in the name and on behalf of the undersigned every act necessary to be done in the premises as fully and as effectually as the undersigned might or could do in person; and the undersigned hereby ratifies and confirms all that said attorneys and agents shall do or cause to be done by virtue hereof. IN WITNESS WHEREOF the undersigned has subscribed these presents as of June 3, 1997. /s/ Neville LeRoy Smith _________________________ Neville LeRoy Smith Page 42 of 50 Pages POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT the undersigned, solely in the undersigned's capacity as a trustee of the C. Bronfman Family Trust, hereby constitutes and appoints MICHEL BOUCHER, ANDREW J. PARSONS and ROBERT S. VINEBERG and each of them severally, as the undersigned's true and lawful attorneys and agents, with power to act with or without the others and with full power of substitution and resubstitution, to execute in the name, place and stead of the undersigned any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under Section 13 or Section 16 of the United States Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements thereunder, or any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned under any comparable laws, rules, regulations and requirements of any foreign jurisdiction, and to file any of the same with the Securities and Exchange Commission and any other appropriate U.S. and foreign regulatory authorities, said attorneys and agents having full power and authority to do and perform in the name and on behalf of the undersigned every act necessary to be done in the premises as fully and as effectually as the undersigned might or could do in person; and the undersigned hereby ratifies and confirms all that said attorneys and agents shall do or cause to be done by virtue hereof. IN WITNESS WHEREOF the undersigned has subscribed these presents as of June 3, 1997. /s/ Dr. Trevor A. Carmichael ______________________________ Dr. Trevor A. Carmichael Page 43 of 50 Pages LIMITED POWER OF ATTORNEY The undersigned, GUIDO GOLDMAN, hereby authorizes LEONARD M. NELSON to Execute any and all 13D's so-called on his behalf for the "Seagram 13D family group" which are required to be filed in June or July of 1997. /s/ Guido Goldman ____________________________ GUIDO GOLDMAN Dated: June 19, 1997 WITNESSETH: /s/ Carol Evans ______________________________ ACKNOWLEDGEMENT On June 19, 1997, personally appeared the above named GUIDO GOLDMAN and Made oath to the truth of the foregoing, before me. /s/ Richard Sauer _____________________________ Notary Public Page 44 of 50 Pages Exhibit B JOINT FILING AGREEMENT By this Agreement, the undersigned agree that Amendment No. 11 to the Statement on Schedule 13D being filed on or about this date, and any subsequent amendments thereto filed by any of us, with respect to the common shares without nominal or par value of The Seagram Company Ltd. is being filed on behalf of each of us. DATED: June 27, 1997 EDGAR M. BRONFMAN, individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman, as Managing Partner of Bronfman Associates, as trustee of a certain charitable foundation and as voting trustee under a certain voting trust agreement by: /s/ Harold R. Handler ________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) THE HON. CHARLES R. BRONFMAN, individually, as director or trustee of certain charitable foundations and as voting trustee under certain voting trust agreements by: /s/ Michel Boucher ________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) PHYLLIS LAMBERT by: /s/ Michel Boucher ________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 45 of 50 Pages SAMUEL BRONFMAN II, individually and as trustee of a certain charitable foundation by: /s/ Harold R. Handler ________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) EDGAR BRONFMAN, JR., individually, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman and as trustee of a certain charitable foundation by: /s/ Harold R. Handler ________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) MATTHEW BRONFMAN, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler ________________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) Page 46 of 50 Pages STEPHEN R. BRONFMAN, individually, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as director of a certain charitable foundation by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) ELLEN J. BRONFMAN HAUPTMAN, individually and as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) /s/ Harold R. Handler ________________________________________ HAROLD R. HANDLER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman MAYO A. SHATTUCK III, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler _______________________________ Harold R. Handler Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 47 of 50 Pages JOHN L. WEINBERG, individually and as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Harold R. Handler ______________________________ Harold R. Handler Attorney-in-Fact (Pursuant to Powers of Attorney previously filed with the Securities and Exchange Commission) ARNOLD M. LUDWICK, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman and as a director of certain charitable foundations by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) ROBERT S. VINEBERG, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) Page 48 of 50 Pages GARY J. GARTNER, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) STEVEN H. LEVIN, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher ________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) JEFFREY D. SCHEINE, as trustee under certain trusts for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher ________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney previously filed with the Securities and Exchange Commission) TREVOR CARMICHAEL, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) Page 49 of 50 Pages NEVILLE LEROY SMITH, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) BRUCE I. JUDELSON, as trustee under a certain trust for the benefit of descendants of the late Samuel Bronfman by: /s/ Michel Boucher _________________________________ Michel Boucher Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) /s/ Stanley N. Bergman _______________________________________ STANLEY N. BERGMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement Page 50 of 50 Pages DR. GUIDO GOLDMAN, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement by: /s/ Leonard M. Nelson ________________________________ Leonard M. Nelson Attorney-in-Fact (Pursuant to a Power of Attorney filed herewith) /s/ Leonard M. Nelson _____________________________________ LEONARD M. NELSON, as trustee under certain trusts for the benefit of descendants of the late Minda de Gunzburg and as voting trustee under a certain voting trust agreement -----END PRIVACY-ENHANCED MESSAGE-----