Exhibit 2.9


Amendment to Asset Purchase
Agreement between Heublein, Inc. ("Heublein")
and Canandaigua Wine Company, Inc. ("Canandaigua")
dated August 3, 1994 (the "Agreement")



WHEREAS, the parties hereto have entered into the Agreement,
pursuant to which Canandaigua was granted an option to
purchase certain brandy from Heublein; and

WHEREAS, the parties hereto desire to extend the option period set
forth in the Agreement to allow the parties to devise a
testing procedure regarding such brandy.

NOW THEREFORE, in consideration of the mutual promises and
conditions of this Amendment, and other valuable
consideration, the parties hereby agree as follows:

1. That the first sentence of paragraph 16.14 of the
Agreement is hereby amended by replacing the phrase "for a
period of three months following the Closing Date" and
inserting in its place the phrase "expiring on 4:00 p.m.,
E.S.T. December 2, 1994."

2. That the second sentence of paragraph 16.14 of the
Agreement is hereby amended by replacing the phrase "during
the three month period" and inserting in its place the
phrase "on or prior to 4:00 p.m., E.S.T. December 2, 1994."

3. That on the date hereof no exercise of the option
pursuant to paragraph 16.14 has occurred.

This amendment shall be construed in accordance with, and governed
in all respects by, the laws of the State of California.

IN WITNESS WHEREOF, the parties have caused this Amendment
to be executed on this 30th day of November, 1994.



HEUBLEIN, INC. CANANDAIGUA WINE COMPANY, INC.



s/Mark A. Schlossberg s/Robert S. Sands
By: Mark A. Schlossberg By: Robert S. Sands
Title: Vice President Title: Executive Vice President