-----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, EVlrbjDdwvZlHSiqCpmvSAvNW5Plkhboaex6IVfOikz7BATzb/T4iEyM6mefWuaO ULzhI2e3U6K3u/YVR7HR0A== 0001181431-05-005115.txt : 20050127 0001181431-05-005115.hdr.sgml : 20050127 20050127145141 ACCESSION NUMBER: 0001181431-05-005115 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050125 FILED AS OF DATE: 20050127 DATE AS OF CHANGE: 20050127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEIDRICH NADINE A CENTRAL INDEX KEY: 0001190589 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09076 FILM NUMBER: 05553459 MAIL ADDRESS: STREET 1: 1428 ISABELLA STREET CITY: WILMETTE STATE: IL ZIP: 60091 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FORTUNE BRANDS INC CENTRAL INDEX KEY: 0000789073 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES [3430] IRS NUMBER: 133295276 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 TOWER PARKWAY CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 BUSINESS PHONE: 2036985000 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN BRANDS INC /DE/ DATE OF NAME CHANGE: 19920703 4 1 rrd66142.xml PERFORMANCE AWARDS X0202 4 2005-01-25 0 0000789073 FORTUNE BRANDS INC FO 0001190589 HEIDRICH NADINE A 300 TOWER PARKWAY LINCOLNSHIRE IL 60069 0 1 0 0 VP and Corporate Controller Common Stock, Par Value $3.125 2005-01-25 4 A 0 4500 81.72 A 5000 D Common Stock, Par Value $3.125 2005-01-25 4 F 0 1776 81.72 D 3224 D Reflects the grant of a performance award to the undersigned under the issuer's Long-Term Incentive Plans in a transaction exempt under Rule 16b-3(d). Reflects the withholding by the issuer of shares awarded to the undersigned having a fair market value equal to the withholding taxes payable by the undersigned at the time the award vested, such transaction being exempt under Rule 16b-3(e). Ms. Heidrich earned a performance award of 4,500 shares of the issuer's common stock for the performance period 2002-2004, pusuant to the terms of the issuer's Long-Term Incentive Plans. Payment of the performance award was approved on January 25, 2005. The issuer withheld 1,776 of these shares in payment of withholding taxes due as a result of the award. As a result of this transaction, Ms. Heidrich increased her direct ownership to 3,224 shares of the issuer's common stock and she continues to own options to purchase 58,900 shares of the common stock. Angela M. Pla, Attorney-in-Fact for Nadine A. Heidrich 2005-01-27 EX-24. 2 rrd55782_62968.htm POWER OF ATTORNEY rrd55782_62968.html 
LIMITED POWER OF ATTORNEY


I, Nadine A. Heidrich, revoke the limited power of attorney granted to Mark A. Roche and Russell W. Hahn on August 25, 2003 and appoint MARK A. ROCHE, ANGELA M. PLA and ELIZABETH R. LANE to serve as my Attorneys-In-Fact and Agents and to exercise the powers and discretions set forth below:

1. To execute on my behalf any and all Securities and Exchange Commission Forms 4 and 5 relating to the disclosure of my beneficial ownership of securities in Fortune Brands, Inc.; and

2. To execute all such other documents or things in my name as the Agents may deem necessary to meet filing requirements of the Securities Exchange Commission pursuant to the Securities Exchange Act of 1934.

This Power of Attorney shall at all times be binding with respect to all actions taken by the Agent in accordance with the terms of this Power of Attorney.  The powers granted by this Power of Attorney shall lapse and cease to have any effect on December 31, 2006.

I, Nadine A. Heidrich, have executed this Limited Power of Attorney on this 21st of December, 2004.


						/s/ Nadine Heidrich
						Nadine A. Heidrich

Subscribed and sworn to me
on this 21st day of December, 2004.


/s/ Anna M. Chraca
Notary Public
-----END PRIVACY-ENHANCED MESSAGE-----