-----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, DvY+UEOVyufyoDgf9jaTs1A9KpebIWzMBv0w0ceWqQ0p/I1FgXceTD27Vx4CaXtf 2Bgmi241Axnb2cylatC2Mw== 0001353605-08-000099.txt : 20080801 0001353605-08-000099.hdr.sgml : 20080801 20080801170207 ACCESSION NUMBER: 0001353605-08-000099 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080801 FILED AS OF DATE: 20080801 DATE AS OF CHANGE: 20080801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kemps Steven J CENTRAL INDEX KEY: 0001438987 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12755 FILM NUMBER: 08985842 BUSINESS ADDRESS: BUSINESS PHONE: 214-303-3400 MAIL ADDRESS: STREET 1: 2515 MCKINNEY AVENUE STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75201 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: DEAN FOODS CO/ DATE OF NAME CHANGE: 20011221 FORMER COMPANY: FORMER CONFORMED NAME: SUIZA FOODS CORP DATE OF NAME CHANGE: 19941013 3 1 edgar.xml PRIMARY DOCUMENT X0203 3 2008-08-01 0 0000931336 DEAN FOODS CO DF 0001438987 Kemps Steven J 2515 MCKINNEY AVENUE, SUITE 1200 DALLAS TX 75201 0 1 0 0 EVP- General Counsel and Common Stock 3205 D Non-Qualified Stock Option (right to buy-DF005283) 25.3895 2007-03-07 2016-03-07 Common Stock 20000 D Non-Qualified Stock Option (right to buy-DV002130) 25.3895 2007-03-07 2016-03-07 Common Stock 9390 D Non-Qualified Stock Option (right to buy-DF005949) 30.1121 2008-02-12 2017-02-12 Common Stock 16723 D Non-Qualified Stock Option (right to buy-DV002131) 30.1121 2008-02-12 2017-02-12 Common Stock 7851 D Non-Qualified Stock Option (right to buy-DF006434) 25.37 2009-01-15 2018-01-15 Common Stock 28000 D Incentive Stock Option (right to buy-DF005359) 30.1121 2008-02-12 2017-02-12 Common Stock 6777 D Incentive Stock Option (right to buy-DV002132) 30.1121 2008-02-12 2017-02-12 Common Stock 3182 D Restricted Stock Units (DU003809) 0 2007-03-07 2016-03-07 Common Stock 4500 D Restricted Stock Units (DV005421) 0 2007-03-07 2016-03-07 Common Stock 2112 D Restricted Stock Units (DU003844) 0 2008-02-12 2017-02-12 Common Stock 5600 D Restricted Stock Units (DV005231) 0 2008-02-12 2017-02-12 Common Stock 2629 D Restricted Stock Units (DU004313) 0 2009-01-15 2018-01-15 Common Stock 8500 D The shares of common stock subject to the Option vest ratably in three equal increments commencing on the first anniversary of the grant date. The reporting person has received an award of Restrictd 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 five-year period beginning on the first anniversary of the date of grant. Katherine K. Connell, Attorney-In-Fact 2008-08-01 EX-24 2 pwratty-kemps.htm 
POWER OF ATTORNEY



      Know all by these presents that the undersigned hereby constitutes and appoints each of Steven J. Kemps, Rachel A. Gonzalez, Kristen N. Cunningham, Angela B. Miro, Katherine K. Connell and Marilyn M. Miville 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 22nd day of July 2008.



/s/ Steven J. Kemps

(Signature)



Steven J. Kemps

Typed Name
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