-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NIzzgMyvnMBF8hQQJ5aLpk14UPpGZ6opnz1WabP6/bipDUDfZesQA2yJOsuMDAIg e/Xm/oBCUlioOGd07x8KJQ== 0000016918-05-000017.txt : 20050411 0000016918-05-000017.hdr.sgml : 20050411 20050411190043 ACCESSION NUMBER: 0000016918-05-000017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050407 FILED AS OF DATE: 20050411 DATE AS OF CHANGE: 20050411 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CONSTELLATION BRANDS, INC. CENTRAL INDEX KEY: 0000016918 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 160716709 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 370 WOODCLIFF DRIVE, SUITE 300 CITY: FAIRPORT STATE: NY ZIP: 14450 BUSINESS PHONE: 585-218-3600 MAIL ADDRESS: STREET 1: 370 WOODCLIFF DRIVE, SUITE 300 CITY: FAIRPORT STATE: NY ZIP: 14450 FORMER COMPANY: FORMER CONFORMED NAME: CONSTELLATION BRANDS INC DATE OF NAME CHANGE: 20000920 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA BRANDS INC DATE OF NAME CHANGE: 19970902 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA WINE CO INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANDS ROBERT CENTRAL INDEX KEY: 0001245564 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08495 FILM NUMBER: 05744950 BUSINESS ADDRESS: STREET 1: C/O CONSTELLATION BRANDS INC STREET 2: 300 WILLOWBROOK OFFICE PARK CITY: FAIRPORT STATE: NY ZIP: 14450 BUSINESS PHONE: 585-218-3600 MAIL ADDRESS: STREET 1: C/O CONSTELLATION BRANDS, INC. STREET 2: 370 WOODCLIFF DRIVE, SUITE 300 CITY: FAIRPORT STATE: NY ZIP: 14450 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-04-07 0000016918 CONSTELLATION BRANDS, INC. STZ/STZ.B 0001245564 SANDS ROBERT C/O CONSTELLATION BRANDS, INC. 370 WOODCLIFF DRIVE, SUITE 300 FAIRPORT NY 14450 1 1 1 0 President & COO Non-Qualified Stock Option (Right to Buy) 54.47 2005-04-07 4 A 0 64000 0 A 2009-04-07 2015-04-07 Class A Common Stock 64000 64000 D This option becomes exercisable prior to the date specified as follows: (i) 25% will become exercisable after the fair market value of a share of Class A Common Stock has been at least $62.64 for fifteen (15) consecutive trading days; (ii) an additional 25% will become exercisable after such fair market value has been at least $72.04 for fifteen (15) consecutive trading days; and (iii) the remaining 50% will become exercisable after such fair market value has been at least $82.85 for fifteen (15) consecutive trading days. H. Elaine Farry For: Robert Sands 2005-04-11 EX-24 2 rss-poa05.htm
                                POWER OF ATTORNEY



KNOW ALL BY THESE PRESENTS, THAT THE UNDERSIGNED HEREBY CONSTITUTES AND APPOINTS

EACH  OF  H.  ELAINE  FARRY,  BARBARA  J.  LAVERDI, DAVID S. SORCE AND THOMAS J.

MULLIN,  SIGNING  SINGLY, THE UNDERSIGNED'S TRUE AND LAWFUL ATTORNEY-IN-FACT TO:



(1) execute  for and on behalf of the undersigned, in the undersigned's capacity

as  a  reporting  person under Section 16 of the Securities Exchange Act of 1934

and  the  rules  thereunder,  all  Forms  3,  4, and 5 (including any amendments

thereto)  that  the undersigned may be required to file with the U.S. Securities

and  Exchange  Commission  as  a  result  of  the  undersigned's ownership of or

transactions in securities of Constellation Brands, Inc. (the "Company");



(2) do  and  perform any and all acts for and on behalf of the undersigned which

may  be  necessary or desirable to complete and execute any such Form 3, 4, or 5

(including  any  amendments  thereto)  and timely file such form with the United

States  Securities  and  Exchange  Commission  and any stock exchange or similar

authority; and



(3) take  any  other  action  of  any  type  whatsoever  in  connection with the

foregoing  which, in the opinion of such attorney-in-fact, may be of benefit to,

in  the  best  interest  of,  or  legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of the

undersigned  pursuant  to this Power of Attorney shall be in such form and shall

contain  such  terms and conditions as such attorney-in-fact may approve in such

attorney-in-fact's discretion.



The  undersigned  hereby  grants  to  each  such attorney-in-fact full power and

authority  to  do  and perform any and every act and thing whatsoever requisite,

necessary,  or proper to be done in the exercise of any of the rights and powers

herein granted, as fully to all intents and purposes as the undersigned might or

could  do  if personally present, with full power of substitution or revocation,

hereby  ratifying  and  confirming  all  that  such  attorney-in-fact,  or  such

attorney-in-fact's  substitute  or substitutes, shall lawfully do or cause to be

done  by  virtue  of  this  Power  of  Attorney and the rights and powers herein

granted.  The  undersigned acknowledges that the foregoing attorneys-in-fact, in

serving  in  such  capacity at the request of the undersigned, are not assuming,

nor is the Company assuming, any of the undersigned's responsibilities to comply

with Section 16 of the Securities Exchange Act of 1934.



The execution  of this Power of Attorney in no way revokes or rescinds any prior

authorizations  or designations  given by  the undersigned  with respect  to the

undersigned's  responsibilities  under  the  Securities  Exchange  Act  of 1934,

including,  but not limited to,  the execution  and filing  of Forms 3, 4, and 5

(including any amendments thereto)  that the undersigned may be required to file

with  the   U.S.  Securities  and  Exchange  Commission   as  a  result  of  the

undersigned's ownership of or transactions in securities of the Company.



This  Power  of  Attorney  shall  remain  in  full  force  and  effect until the

undersigned  is no longer required to file Forms 3, 4, and 5 with respect to the

undersigned's  holdings of and transactions in securities issued by the Company,

unless  earlier  revoked by the undersigned in a signed writing delivered to the

foregoing  attorneys-in-fact.



IN  WITNESS  WHEREOF,  the  undersigned  has caused this Power of Attorney to be

executed as of this 11th day of April, 2005.



                                           /s/ Robert Sands

                                           -------------------------------

                                           Robert S. Sands



WITNESS:



Signature:  /s/ Richard Sands

  ---------------------------



Name:  Richard Sands

  ---------------------------



Date:   April 11, 2005

  ---------------------------



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