AMD TO ASSET PURCHASE AG

EXHIBIT 2.2

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


WHEREAS, the parties 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 have agreed 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. November 18, 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.
November 18, 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 8th day of November, 1994.


HEUBLEIN, INC. CANANDAIGUA WINE COMPANY, INC.


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