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CONSTELLATION BRANDS, INC. Director's Dealing 2005

Apr 13, 2005

30189_dirs_2005-04-13_635325fb-c24b-47a8-b81d-5afd1eb1b394.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ/STZ.B)
CIK: 0000016918
Period of Report: 2005-04-11

Reporting Person: SANDS RICHARD (Director, Chairman of Board & CEO, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-04-11 Class A Common Stock M 36800 $14.85 Acquired 232978 Direct
2005-04-11 Class A Common Stock S 9550 $57.739 Disposed 223428 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-04-11 Incentive Stock Option (Right to buy) $14.85 M 36800 Disposed 2005-06-20 Class A Common Stock (36800) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 716668 Indirect
Class A Common Stock 384 Indirect
Class A Common Stock 235804 Indirect
Class A Common Stock 7860 Indirect
Class A Common Stock 3350 Indirect
Class A Common Stock 3350 Indirect

Footnotes

F1: Effected pursuant to a Rule 10b5-1 trading plan adopted on January 24, 2005.

F2: Remainder interest after the life estate of Marilyn Sands. The life estate terminates on the earlier of (i) 20 years from its commencement (11/13/87) or (ii) Mrs. Sands' death. Marilyn Sands' interest includes the right to receive income from and the power to vote and dispose of the shares subject to the vested beneficial interest of the remaindermen.

F3: Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable partnership or limited liability company, the reporting person disclaims beneficial ownership with respect to securities held in this manner. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.

F4: Held by M, L, R & R ("MLR&R"), a general partnership of which the reporting person is a general partner and in which he has a pecuniary interest. The reporting person is a beneficiary and trustee of The Marvin Sands Master Trust, which is also a partner in MLR&R.

F5: Held by CWC Partnership I, a general partnership of which the reporting person is a managing partner and in which he has a pecuniary interest.

F6: The reporting person disclaims beneficial ownership with respect to securities held in this manner, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.

F7: 100% of this option has become exercisable.