-----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, GEuiTiKbegwaPrb1FU1Qvrjf1EyetRvTZJCWdkfoYekMeJDF0BnY0RNSaWVsoUdk mv3EOuHqYgBDhKw3yhJ+AA== 0001353605-06-000057.txt : 20061003 0001353605-06-000057.hdr.sgml : 20061003 20061003103232 ACCESSION NUMBER: 0001353605-06-000057 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060929 FILED AS OF DATE: 20061003 DATE AS OF CHANGE: 20061003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DEAN FOODS CO/ CENTRAL INDEX KEY: 0000931336 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 752559681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2515 MCKINNEY AVENUE LB 30 STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2143033400 MAIL ADDRESS: STREET 1: 2515 MCKINNEY AVENUE LB 30 STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: SUIZA FOODS CORP DATE OF NAME CHANGE: 19941013 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAVIS TOM C CENTRAL INDEX KEY: 0001179317 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12755 FILM NUMBER: 061122642 BUSINESS ADDRESS: STREET 1: THE CONCORDE GROUP, LTD. STREET 2: 500 CRESCENT COURT, SUITE 270 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-303-3400 MAIL ADDRESS: STREET 1: DEAN FOODS COMPANY STREET 2: 2515 MCKINNEY AVE STE 1200 CITY: DALLAS STATE: TX ZIP: 75201 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-09-29 0000931336 DEAN FOODS CO/ DF 0001179317 DAVIS TOM C 500 CRESCENT COURT SUITE 270 DALLAS TX 75201 1 0 0 0 Common Stock 2006-09-29 4 A 0 738 0 A 16147 D Non-Qualified Stock Option (right to buy - SF002502) 14.9459 2001-06-29 2011-06-29 Common Stock 22500 22500 D Non-Qualified Stock Option (right to buy - T0000644) 14.9459 2001-06-29 2011-06-29 Common Stock 4146 4146 D Non-Qualified Stock Option (right to buy - DF002165) 20.9186 2002-07-01 2012-07-01 Common Stock 22500 22500 D Non-Qualified Stock Option (right to buy - T0000653) 20.9186 2002-07-01 2012-07-01 Common Stock 4146 4146 D Non-Qualified Stock Option (right to buy - DF002875) 26.5986 2003-06-30 2013-06-30 Common Stock 7500 7500 D Non-Qualified Stock Option (right to buy - T0000782) 26.5986 2003-06-30 2013-06-30 Common Stock 1382 1382 D Non-Qualified Stock Option (right to buy - DF003663) 31.5046 2004-06-30 2014-06-30 Common Stock 7500 7500 D Non-Qualified Stock Option (right to buy - T0000792) 31.5046 2004-06-30 2014-06-30 Common Stock 1382 1382 D Non-Qualified Stock Option (right to buy - DF905917) 35.24 2005-06-30 2015-06-30 Common Stock 7500 7500 D Non-Qualified Stock Option (right to buy) 37.19 2006-06-30 2016-06-30 Common Stock 7500 7500 D Restricted Stock Units (DU000107) 0 2005-06-30 2014-06-30 Common Stock 850 850 D Restricted Stock Units (TU905755) 0 2005-06-30 2014-06-30 Common Stock 156 156 D Restricted Stock Units (DF905928) 0 2006-06-30 2015-06-30 Common Stock 1700 1700 D Restricted Stock Units 0 2007-06-30 2016-06-30 Common Stock 2550 2550 D These are restricted shares issued under the Issuer's 1997 Stock Option and Restricted Stock Plan in payment of fees owed for services as an independent director. All such shares are subject to vesting in three increments, with the first vesting occurring as of the date the shares were issued and then annually thereafter. The options were automatically granted under the Issuer's 1997 Amended and Restated Stock Option and Restricted Stock Plan, and are fully vested and immediately exercisable upon grant. The reporting person has received an award of Restricted Stock Units ("RSUs") which is a right to receive shares of common stock of the Issuer in the future, subject to the terms and conditions of the RSU Award Agreement. The RSUs vest annually, on a prorata basis, over a three year period beginning on the first anniversary date of the grant. Tom C. Davis 2006-10-02 EX-24 2 attach_1.htm
POWER OF ATTORNEYPOWER OF ATTORNEY



Know all by these presents, that the undersigned hereby constitutes and appoints

each of Michelle P. Goolsby, Steven J. Kemps, Angela B. Miro and Katherine K.

Connell the undersigned's true and lawful attorney-in-fact to:



1.        execute for and on behalf of the undersigned, in the undersigned's

capacity as an executive officer and/or director of Dean Foods Company

(previously known as Suiza Foods Corporation) (the Company), Forms 3, 4 and 5

in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the

rules thereunder;



2.        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 Forms 3, 4

or 5 and file such form with the United States Securities and Exchange

Commission and any stock exchange or similar authority; and



3.        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 each 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, or shall lawfully have already done or caused to be done, by virtue of

this power of attorney and the rights and powers herein granted.  The

undersigned acknowledges that each of the foregoing attorneys-in-fact, in

serving in such capacity at the request of the undersigned, is not assuming, nor

is the Company assuming, any of the undersigned's responsibilities to comply

with Section 16 of the Securities Exchange Act of 1934, as amended.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4 and 5 with respect to the

undersigned's holdings of and transactions in securities issued by the Company,

unless earlier revoked by the undersigned in a signed writing delivered to the

foregoing attorney-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be

executed as of this 13th day of September 2006.



/s/ Tom C. Davis

(Signature)



Tom C. Davis

Typed Name
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