Sec Form 4 Filing - VIRMANI PREM @ COTT CORP /CN/ - 2006-12-29

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person VIRMANI PREM 2. Issuer Name and Ticker or Trading Symbol COTT CORP /CN/ [ COT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP, Technical Services (Last) (First) (Middle) 601 WINTERHAVEN WAY 3. Date of Earliest Transaction (MM/DD/YY) 12/29/2006 (Street) COLUMBUS, GA31904 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares 12/29/2006 A 567.533 A $ 14.32 ( 1 ) 30,328.828 ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other VIRMANI PREM 601 WINTERHAVEN WAY COLUMBUS, GA31904 VP, Technical Services Signatures Andrea Szanto, by power of attorney 01/03/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The common shares were acquired pursuant to an allocation under the Corporation's Executive Investment Share Purchase Plan (which replaced the Executive Incentive Share Compensation Plan) in 2004, 2005 and 2006 (the "Plan"). The U.S. dollar price represents the conversion of (Cdn)$16.69 to U.S. dollars on December 29, 2006, which reflects the date used for purposes of the trustee's allocation. ( 2 )Includes 24,144 Shares held directly; an additional 702.828 vested Shares held pursuant to the EISCP Plan that vested on or before 12/29/06; and 5,482 vested Shares that were acquired pursuant to the 401(k) Plan on (as at 07/31/06). The reporting individual also holds 1,536.81 unvested shares acquired pursuant to the Plan in 2004, 2005 and 2006. 3,000 Shares are held by reporting individual's son. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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