Constellation Brands (STZ) 8-K Other Events

Exhibit 99.2

Note 14 of the unaudited consolidated financial statements of the Company

for the quarterly period ended May 31, 2006, conformed to reflect the Company’s

condensed consolidating financial information as if the new subsidiary

nonguarantors had been in place as of and for all periods presented

14) CONDENSED CONSOLIDATING FINANCIAL INFORMATION:

Subsequent to May 31, 2006, seven subsidiaries of the Company which were previously included as Subsidiary Guarantors (as defined below) became Subsidiary Nonguarantors (as defined below) under the Company’s existing indentures. The following information sets forth the condensed consolidating balance sheets as of May 31, 2006, and February 28, 2006, the condensed consolidating statements of income for the three months ended May 31, 2006, and May 31, 2005, and the condensed consolidating statements of cash flows for the three months ended May 31, 2006, and May 31, 2005, for the Company, the parent company, the combined subsidiaries of the Company which guarantee the Company’s senior notes and senior subordinated notes (“Subsidiary Guarantors”) and the combined subsidiaries of the Company which are not Subsidiary Guarantors (primarily foreign subsidiaries) (“Subsidiary Nonguarantors”), as if the new Subsidiary Nonguarantors had been in place as of and for all periods presented. The Subsidiary Guarantors are wholly-owned and the guarantees are full, unconditional, joint and several obligations of each of the Subsidiary Guarantors. Separate financial statements for the Subsidiary Guarantors of the Company are not presented because the Company has determined that such financial statements would not be material to investors. The accounting policies of the parent company, the Subsidiary Guarantors and the Subsidiary Nonguarantors are the same as those described for the Company in the Summary of Significant Accounting Policies in Note 1 to the Company’s consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2006, and include the recently adopted accounting pronouncements described in Note 2 herein. There are no restrictions on the ability of the Subsidiary Guarantors to transfer funds to the Company in the form of cash dividends, loans or advances.

	Parent Company		Subsidiary Guarantors			Subsidiary Nonguarantors		Eliminations			Consolidated
(in millions)
Condensed Consolidating Balance Sheet at May 31, 2006
Current assets:
Cash and cash investments	$	1.1	$	2.0		$	34.4	$	-		$	37.5
Accounts receivable, net		207.5		213.4			433.3		-			854.2
Inventories		37.5		998.8			718.7		(3.9	)		1,751.1
Prepaid expenses and other		14.3		215.5			48.9		-			278.7
Intercompany receivable (payable)		989.1		(1,053.0	)		63.9		-			-
Total current assets		1,249.5		376.7			1,299.2		(3.9	)		2,921.5
Property, plant and equipment, net		34.8		732.9			675.0		-			1,442.7
Investments in subsidiaries		4,730.4		116.4			-		(4,846.8	)		-
Goodwill		-		1,309.6			894.5		-			2,204.1
Intangible assets, net		-		548.2			338.7		-			886.9
Other assets, net		28.6		84.1			103.6		-			216.3
Total assets	$	6,043.3	$	3,167.9		$	3,311.0	$	(4,850.7	)	$	7,671.5

	Parent Company			Subsidiary Guarantors			Subsidiary Nonguarantors		Eliminations			Consolidated
(in millions)
Current liabilities:
Notes payable to banks	$	62.0		$	-		$	102.3	$	-		$	164.3
Current maturities of long-term debt		200.0			4.4			9.9		-			214.3
Accounts payable		6.0			99.7			259.3		-			365.0
Accrued excise taxes		10.0			30.3			27.9		-			68.2
Other accrued expenses and liabilities		204.4			192.8			229.4		(1.3	)		625.3
Total current liabilities		482.4			327.2			628.8		(1.3	)		1,437.1
Long-term debt, less current maturities		2,453.5			11.9			16.4		-			2,481.8
Deferred income taxes		(17.3	)		364.5			26.4		-			373.6
Other liabilities		4.7			83.7			170.6		-			259.0
Stockholders’ equity:
Preferred stock		-			9.0			1,013.9		(1,022.9	)		-
Class A and Class B common stock		2.3			6.4			28.3		(34.7	)		2.3
Additional paid-in capital		1,174.9			1,034.8			873.0		(1,907.8	)		1,174.9
Retained earnings		1,675.3			1,291.6			228.0		(1,519.6	)		1,675.3
Accumulated other comprehensive (loss) income		293.7			38.8			325.6		(364.4	)		293.7
Treasury stock		(26.2	)		-			-		-			(26.2	)
Total stockholders’ equity		3,120.0			2,380.6			2,468.8		(4,849.4	)		3,120.0
Total liabilities and stockholders’ equity	$	6,043.3		$	3,167.9		$	3,311.0	$	(4,850.7	)	$	7,671.5
Condensed Consolidating Balance Sheet at February 28, 2006
Current assets:
Cash and cash investments	$	0.9		$	1.2		$	8.8	$	-		$	10.9
Accounts receivable, net		233.0			195.3			343.6		-			771.9
Inventories		38.6			1,032.6			637.8		(4.6	)		1,704.4
Prepaid expenses and other		13.6			156.4			39.3		4.4			213.7
Intercompany receivable (payable)		956.1			(1,101.3	)		145.2		-			-
Total current assets		1,242.2			284.2			1,174.7		(0.2	)		2,700.9
Property, plant and equipment, net		35.6			729.4			660.3		-			1,425.3
Investments in subsidiaries		4,655.8			113.1			-		(4,768.9	)		-
Goodwill		-			1,308.8			884.8		-			2,193.6
Intangible assets, net		-			549.6			334.3		-			883.9
Other assets, net		24.9			69.3			102.7		-			196.9
Total assets	$	5,958.5		$	3,054.4		$	3,156.8	$	(4,769.1	)	$	7,400.6
Current liabilities:
Notes payable to banks	$	54.5		$	-		$	25.4	$	-		$	79.9
Current maturities of long-term debt		200.1			4.6			9.4		-			214.1
Accounts payable		4.4			123.1			185.3		-			312.8
Accrued excise taxes		15.6			42.9			18.2		-			76.7
Other accrued expenses and liabilities		230.6			146.1			235.1		2.8			614.6
Total current liabilities		505.2			316.7			473.4		2.8			1,298.1
Long-term debt, less current maturities		2,485.5			12.8			17.5		-			2,515.8
Deferred income taxes		(12.8	)		356.1			27.9		-			371.2
Other liabilities		5.4			72.1			162.8		-			240.3

	Parent Company			Subsidiary Guarantors			Subsidiary Nonguarantors			Eliminations			Consolidated
(in millions)
Stockholders’ equity:
Preferred stock		-			9.0			938.9			(947.9	)		-
Class A and Class B common stock		2.3			6.4			28.3			(34.7	)		2.3
Additional paid-in capital		1,159.4			1,034.8			879.8			(1,914.6	)		1,159.4
Retained earnings		1,592.3			1,216.0			353.1			(1,569.1	)		1,592.3
Accumulated other comprehensive (loss) income		247.4			30.5			275.1			(305.6	)		247.4
Treasury stock		(26.2	)		-			-			-			(26.2	)
Total stockholders’ equity		2,975.2			2,296.7			2,475.2			(4,771.9	)		2,975.2
Total liabilities and stockholders’ equity	$	5,958.5		$	3,054.4		$	3,156.8		$	(4,769.1	)	$	7,400.6
Condensed Consolidating Statement of Income for the Three Months Ended May 31, 2006
Sales	$	319.7		$	764.6		$	569.7		$	(223.8	)	$	1,430.2
Less - excise taxes		(37.2	)		(112.6	)		(124.5	)		-			(274.3	)
Net sales		282.5			652.0			445.2			(223.8	)		1,155.9
Cost of product sold		(219.0	)		(475.9	)		(367.2	)		224.8			(837.3	)
Gross profit		63.5			176.1			78.0			1.0			318.6
Selling, general and administrative expenses		(46.2	)		(58.9	)		(67.5	)		-			(172.6	)
Restructuring and related charges		-			(2.3	)		-			-			(2.3	)
Acquisition-related integration costs		-			(0.7	)		-			-			(0.7	)
Operating income		17.3			114.2			10.5			1.0			143.0
Equity in earnings (loss) of equity method investees and subsidiaries		82.7			1.4			0.6			(84.6	)		0.1
Gain on change in fair value of derivative instrument		-			52.5			-			-			52.5
Interest (expense) income, net		(21.5	)		(25.0	)		(2.2	)		-			(48.7	)
Income before income taxes		78.5			143.1			8.9			(83.6	)		146.9
Provision for income taxes		7.0			(67.6	)		(1.0	)		0.2			(61.4	)
Net income		85.5			75.5			7.9			(83.4	)		85.5
Dividends on preferred stock		(2.5	)		-			-			-			(2.5	)
Income available to common stockholders	$	83.0		$	75.5		$	7.9		$	(83.4	)	$	83.0

	Parent Company			Subsidiary Guarantors			Subsidiary Nonguarantors			Eliminations			Consolidated
(in millions)
Condensed Consolidating Statement of Income for the Three Months Ended May 31, 2005
Sales	$	248.0		$	700.2		$	610.5		$	(192.4	)	$	1,366.3
Less - excise taxes		(33.4	)		(110.0	)		(126.4	)		-			(269.8	)
Net sales		214.6			590.2			484.1			(192.4	)		1,096.5
Cost of product sold		(176.6	)		(418.9	)		(388.0	)		193.0			(790.5	)
Gross profit		38.0			171.3			96.1			0.6			306.0
Selling, general and administrative expenses		(38.0	)		(60.0	)		(59.9	)		-			(157.9	)
Restructuring and related charges		-			(1.2	)		(0.7	)		-			(1.9	)
Acquisition-related integration costs		-			(5.8	)		(0.6	)		-			(6.4	)
Operating (loss) income		-			104.3			34.9			0.6			139.8
Equity in earnings (loss) of equity method investees and subsidiaries		33.3			4.0			(1.1	)		(36.7	)		(0.5	)
Gain on change in fair value of derivative instrument		-			-			-			-			-
Interest income (expense), net		36.8			(65.5	)		(18.6	)		-			(47.3	)
Income before income taxes		70.1			42.8			15.2			(36.1	)		92.0
Benefit from (provision for) income taxes		5.6			(20.2	)		(1.5	)		(0.2	)		(16.3	)
Net income		75.7			22.6			13.7			(36.3	)		75.7
Dividends on preferred stock		(2.5	)		-			-			-			(2.5	)
Income available to common stockholders	$	73.2		$	22.6		$	13.7		$	(36.3	)	$	73.2
Condensed Consolidating Statement of Cash Flows for the Three Months Ended May 31, 2006
Net cash (used in) provided by operating activities	$	(19.7	)	$	74.1		$	(47.7	)	$	-		$	6.7
Cash flows from investing activities:
Purchases of property, plant and equipment		(0.5	)		(13.1	)		(31.5	)		-			(45.1	)
Payment of accrued earn-out amount		-			(1.1	)		-			-			(1.1	)
Proceeds from sales of businesses		-			-			28.0			-			28.0
Proceeds from sales of assets		-			-			0.7			-			0.7
Proceeds from sales of equity method investments		-			-			-			-			-
Investment in equity method investee		-			-			-			-			-
Other investing activities		-			(2.1	)		-			-			(2.1	)
Net cash (used in) provided by investing activities		(0.5	)		(16.3	)		(2.8	)		-			(19.6	)
Cash flows from financing activities:
Intercompany financings, net		55.1			(55.6	)		0.5			-			-
Net proceeds from notes payable		7.5			-			76.4			-			83.9
Exercise of employee stock options		8.6			-			-			-			8.6
Excess tax benefits from share-based payment awards		1.7			-			-			-			1.7
Principal payments of long-term debt		(50.0	)		(1.4	)		(1.2	)		-			(52.6	)
Payment of preferred stock dividends		(2.5	)		-			-			-			(2.5	)
Net cash provided by (used in) financing activities		20.4			(57.0	)		75.7			-			39.1

	Parent Company			Subsidiary Guarantors			Subsidiary Nonguarantors			Eliminations		Consolidated
(in millions)
Effect of exchange rate changes on cash and cash investments		-			-			0.4			-		0.4
Net increase (decrease) in cash and cash investments		0.2			0.8			25.6			-		26.6
Cash and cash investments, beginning of period		0.9			1.2			8.8			-		10.9
Cash and cash investments, end of period	$	1.1		$	2.0		$	34.4		$	-	$	37.5
Condensed Consolidating Statement of Cash Flows for the Three Months Ended May 31, 2005
Net cash (used in) provided by operating activities	$	(9.7	)	$	109.2		$	(39.5	)	$	-	$	60.0
Cash flows from investing activities:
Purchases of property, plant and equipment		(1.2	)		(10.8	)		(19.8	)		-		(31.8	)
Payment of accrued earn-out amount		-			(1.6	)		-			-		(1.6	)
Proceeds from sales of businesses		-			17.8			-			-		17.8
Proceeds from sales of assets		-			92.5			0.3			-		92.8
Proceeds from sales of equity method investments		-			35.2			-			-		35.2
Investment in equity method investee		-			-			(2.3	)		-		(2.3	)
Other investing activities		-			-			-			-		-
Net cash (used in) provided by investing activities		(1.2	)		133.1			(21.8	)		-		110.1
Cash flows from financing activities:
Intercompany financings, net		183.6			(243.4	)		59.8			-		-
Net proceeds from notes payable		40.0			-			6.3			-		46.3
Exercise of employee stock options		8.7			-			-			-		8.7
Excess tax benefits from share-based payment awards		-			-			-			-		-
Principal payments of long-term debt		(215.0	)		(3.6	)		(0.9	)		-		(219.5	)
Payment of preferred stock dividends		(2.5	)		-			-			-		(2.5	)
Net cash provided by (used in) financing activities		14.8			(247.0	)		65.2			-		(167.0	)
Effect of exchange rate changes on cash and cash investments		-			-			(1.5	)		-		(1.5	)
Net increase (decrease) in cash and cash investments		3.9			(4.7	)		2.4			-		1.6
Cash and cash investments, beginning of period		-			9.3			8.3			-		17.6
Cash and cash investments, end of period	$	3.9		$	4.6		$	10.7		$	-	$	19.2