EX-99.7

PROMISSORY NOTE

$2,300,000 October 9, 2001

FOR VALUE RECEIVED, The Chalone Wine Group, Ltd., a California
corporation ("MAKER") promises to pay to SFI Intermediate Ltd. or its Affiliates
("HOLDER"), in lawful money of the United States, the total principal amount
of Future Advances made from time to time after the date of this Note, together
with interest thereon and other amounts specified herein, as specified below.

1. FUTURE ADVANCES. "Future Advances" means such principal amounts that
Maker, in its sole discretion, shall draw against the $2,300,000 available under
this Note. The aggregate principal amount of the Future Advances shall not
exceed $2,300,000 (the "MAXIMUM INDEBTEDNESS"). In order to draw a Future
Advance, Maker shall give Holder three business days' written notice of the
amount of the Future Advance at the address, facsimile number or electronic mail
address specified below, provided that if Maker sends such notice to Holder's
electronic mail address, Maker shall also send Holder a confirming notice by
facsimile. Holder shall cause each such Future Advance to be remitted to Maker
no later than three business days' after receipt of Maker's notice.

2. INTEREST. Simple interest on the principal sums of Future Advances
shall accrue at a rate of five percent (5%) per annum and shall be payable at
the time specified in Paragraph 4 of this Note. Interest shall be calculated on
the basis of a 365 day year and the actual number of days elapsed.

3. COMMITMENT FEE. Maker shall pay Holder a commitment fee on the
average daily unused portion of the Maximum Indebtedness (as in effect from time
to time until this Note is paid in full) at the rate of 0.125% per annum (the
"COMMITMENT FEE"). The Commitment Fee shall be payable at the time specified in
Paragraph 4 of this Note. The Commitment Fee shall be calculated on the basis of
the actual number of days elapsed on which there is an unused portion of the
Maximum Indebtedness.

4. PAYMENTS. The entire principal sum, all accrued interest and the
Commitment Fee shall be due and payable in full on the earlier of two business
days after (a) the closing of the Rights Offering or (b) the withdrawal and
termination of the Rights Offering prior to its closing. For purposes of this
Note, "Rights Offering" refers to the sale of $15 million of Maker's common
stock in a rights offering to its existing shareholders pursuant to the
Registration Statement on Form S-3 filed on September 14, 2001, as amended.

5. DEFAULT INTEREST. If Maker fails to make the payment of interest and
principal within ten (10) days after the date such payment was due, whether or
not Holder has declared a default hereunder, interest shall accrue on the
delinquent payment at the rate of the eight percent (8%) per annum commencing on
the date the payment was due and continuing until the delinquent payment is
received by Holder.

EX-99.7

6. PREPAYMENT. This Note may be prepaid in whole or in part, at any
time, without penalty or premium.

7. DEFAULT AND REMEDIES. Maker will be in default under this Note if
Maker fails to make the payment of principal and interest hereunder when due and
such failure has not been corrected within five days after written notice by
Holder to Maker at the address set forth below. Upon Maker's default, Holder may
exercise any and all of the remedies provided at law.

8. WAIVERS. Maker, and any endorsers or guarantors hereof, severally
waive diligence, presentment, protest and demand and also notice of protest,
demand, dishonor, acceleration, intent to accelerate, and nonpayment of this
Note, and expressly agree that this Note, or any payment hereunder, may be
extended by mutual agreement of Maker and Holder from time to time without
notice without in any way affecting the liability of Maker or any endorsers or
guarantors hereof. No extension of time for the payment of this Note, or any
installment hereof, agreed to by Holder with any person now or hereafter liable
for the payment of this Note, shall affect the original liability of Maker under
this Note, even if Maker is not a party to such agreement.

9. MAXIMUM LEGAL RATE OF INTEREST. If Holder ever receives interest or
anything deemed interest in connection with this Note in excess of the maximum
lawful amount, an amount equal to the excessive interest shall be applied to the
reduction of the principal, and if it exceeds the unpaid balance of principal
hereof, such excess shall be refunded to Maker. If interest otherwise payable to
Holder would exceed the maximum lawful amount, the interest payable shall be
reduced to the maximum amount permitted under applicable law.

10. SUBORDINATION. This Note shall be deemed subordinate to all other
debt for borrowed money of Maker; provided, that, such subordination shall not
extend to Holder's right to repayment of this Note from the proceeds of the
rights offering . Upon the request of Maker, Holder shall promptly execute such
reasonable and customary documents that either Maker or its creditors deem
necessary or desirable to effectuate the foregoing subordination.

11. MISCELLANEOUS.

a. Maker shall pay all costs, including, without
limitation, reasonable attorneys' fees incurred by Holder in collecting the sums
due hereunder.

b. This Note may be modified only by a written agreement
executed by Maker and Holder.

c. This Note shall be governed by California law.

d. The terms of this Note shall inure to the benefit of
and bind Maker and Holder and their respective heirs, legal representatives and
successors and assigns.

EX-99.7

e. If this Note is destroyed, lost or stolen, Maker will
deliver a new note to Holder on the same terms and conditions as this Note with
a notation of the unpaid principal and accrued and unpaid interest in
substitution of the prior Note. Holder shall furnish to Maker reasonable
evidence that the Note was destroyed, lost or stolen and any security or
indemnity that may be reasonably required by Maker in connection with the
replacement of this Note.

IN WITNESS WHEREOF, Maker has executed this Note as of the date and
year first above written.

MAKER

The Chalone Wine Group, Ltd.

By: /s/ Thomas B. Selfridge
---------------------------------------
Name: Thomas B. Selfridge
-------------------------------------
Title: President and Chief Executive
Officer
------------------------------------

Notice Addresses:

Maker:621 Airpark Road, Napa, CA Attn: Thomas Selfridge Facsimile: 707-254-4204
-------------------------- ---------------- ------------

Holder:SFI Intermediate Ltd, or its Affiliates Attn: Philip Plant Facsimile: 361-888-9342
--------------------------------------- ------------ ------------
E-mail: pmplant@HPO.com
---------------