EXHIBIT 10
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AMENDMENT NUMBER TWO TO THE
CANANDAIGUA BRANDS, INC.
LONG-TERM STOCK INCENTIVE PLAN


This Amendment Number Two to the Canandaigua Brands, Inc. Long-Term Stock
Incentive Plan, as amended (the "Plan"), was approved pursuant to Section 19 of
the Plan by the Board of Directors of Canandaigua Brands, Inc. (the "Company"),
acting in its capacity as the Committee under the Plan, and by the stockholders
of the Company. Capitalized terms used herein which are not otherwise defined
shall have the meanings ascribed to them in the Plan and Annex A thereto.

The Plan is hereby amended to increase the number of shares of the
Company's Common Stock with respect to which Awards may be made under the Plan
from four million shares to seven million shares by amending the first sentence
of the first paragraph of Section 4 of the Plan to read in its entirety as
follows:

The total number of shares of the Company's Common Stock available for
Awards under the Plan in the aggregate shall not exceed seven million
shares.

In witness whereof, Canandaigua Brands, Inc. has caused this instrument to
be executed as of July 20, 1999.
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CANANDAIGUA BRANDS, INC.

By: /s/ Richard Sands
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Richard Sands, President