Exhibit 2.8
                         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. November 30, 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 30, 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 18th day of November, 1994.

  HEUBLEIN, INC.      CANANDAIGUA WINE COMPANY, INC.


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