8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant To Section 13 Or 15(d) of
                       The Securities Exchange Act of 1934


      Date of report (Date of earliest event reported): September 20, 2004

                         The Robert Mondavi Corporation
                            (Exact Name of Registrant
                            as Specified in Charter)

                                   California
                 (State or Other Jurisdiction of Incorporation)

       33-61516                                          94-2765451
(Commission File Number)                      (IRS Employer Identification No.)

              841 Latour Court
              Napa, California                              94558
  (Address of Principal Executive Offices)                (Zip Code)


       Registrant's telephone number, including area code: (707) 226-1395

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     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|     Written communications pursuant to Rule 425 under the Securities Act
        (17 CFR 230.425)

|X|     Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act
        (17 CFR 240.14a-12(b))

|_|     Pre-commencement communications pursuant to Rule 14d-2(b) under the
        Exchange Act (17 CFR 240.14d-2(b))

|_|     Pre-commencement communications pursuant to Rule 13e-4(c) under the
        Exchange Act (17 CFR 240.13e-4(c))

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     Item 8. 01. Other Events.

     On September 20, 2004, the Company issued a press release announcing its
intention to address investors at the Bank of America Securities Conference.


     Item 9. 01   Financial Statements and Exhibits.

         (c) Exhibits.

         Exhibits No.           Description

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         99.1                   Press Release dated September 20, 2004



                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                        The Robert Mondavi Corporation

Date: September 20, 2004                By: /s/ Henry J. Salvo., Jr.
      ---------------------------           -----------------------------------
                                            Name:   Henry J. Salvo, Jr.
                                            Title:  Executive Vice President,
                                                    Chief Financial Officer

EX-99.1

                                                                    Exhibit 99.1

                 Robert Mondavi Corporation Addresses Investors
                   at Bank of America Securities Conference;

       Goal to Enhance Position as Leading Premium Lifestyle Wine Company

        CEO Expects to Realize after-Tax Proceeds from Asset Divestitures
                             of $400 - $500 Million

     NAPA, Calif.--Sept. 20, 2004-- Gregory M. Evans, President and CEO of The
Robert Mondavi Corporation (Nasdaq:MOND), said today at the Bank of America
Securities 34th Annual Investment Conference held in San Francisco, "Our goal is
to enhance our position as a leading premium lifestyle wine company, with strong
profitability and financial returns, and significant growth opportunities in a
very attractive category."

     "Premium wine volumes in the U.S. continue to expand at over 4% per year,
and the growing population of baby boomers suggests that these trends will
continue for the next five years," he added. Evans also stated that although the
company was early in the process and that there could be no assurances, the
company expects to complete the potential divestiture of the luxury and
non-strategic assets within one year, and estimates, subject to Audit Committee
review, to realize between $400 million and $500 million in net after-tax
proceeds from the divestitures under current wine industry and general economic
conditions. Evans laid out a three point plan for the company which called for
focusing on and investing in the company's attractive premium lifestyle wine
business, capturing value from its luxury wine and other assets through
divestitures that significantly exceed current public market values, and
achieving financial flexibility through these cash proceeds to pursue value
enhancing strategic and financial opportunities. "If we successfully complete
the asset divestitures, we should have the flexibility to pursue attractive
strategic opportunities such as increasing organic growth, developing new
products, and expanding international business and to consider other ways to
enhance shareholder value," said Evans. Evans concluded his conference remarks
by saying, "Under the leadership of Ted Hall, as Chairman, the Board brings a
wealth of global branding, M&A, financial and consumer packaged goods (CPG)
experience to bear. The management team, which now has a very strong CPG focus,
is energized as never before to build upon a foundation anchored by two of the
strongest brands in the premium wine business: Woodbridge and Robert Mondavi
Private Selection." A complete of copy Mr. Evans' presentation has been posted
on the company's web site www.robertmondavi.com under the Investor Relations/
News & Events/Press Releases section.

     Important Information For Investors and Shareholders

     In connection with the proposed recapitalization plan, The Robert Mondavi
Corporation will file a combined proxy statement/prospectus and other relevant
documents with the Securities and Exchange Commission (the "SEC"). INVESTORS AND
SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES
AVAILABLE AS IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE RECAPITALIZATION
PLAN AND RELATED MATTERS. INVESTORS AND SHAREHOLDERS WILL HAVE ACCESS TO FREE
COPIES OF THE PROXY STATEMENT/PROSPECTUS (WHEN AVAILABLE) AND OTHER DOCUMENTS
FILED WITH THE SEC BY THE COMPANY THROUGH THE SEC WEB SITE AT WWW.SEC.GOV. THE
PROXY STATEMENT/PROSPECTUS AND RELATED MATERIALS MAY ALSO BE OBTAINED FOR FREE
(WHEN AVAILABLE) FROM THE COMPANY BY DIRECTING A REQUEST TO THE COMPANY'S
INVESTOR RELATIONS DEPARTMENT AT 841 LATOUR COURT, NAPA, CA 94558; TELEPHONE
(707) 251-4850; E-MAIL MOND@ROBERTMONDAVI.COM. The company and its directors,
executive officers, certain members of management and employees may be deemed to
be participants in the solicitation of proxies in connection with the proposed
merger. Information regarding the persons who may, under the rules of the SEC,
be considered to be participants in the solicitation of the company's
shareholders in connection with the proposed recapitalization plan is set forth
in the company's annual report on Form 10-K for the fiscal year ended June 30,
2004 filed with the SEC on September 10, 2004 and proxy statement for its 2003
annual meeting of shareholders filed with the SEC on October 28, 2003.
Additional information regarding such persons and a description of their direct
and indirect interests in the recapitalization plan will be set forth in the
proxy statement/prospectus when it is filed with the SEC.

     Forward-looking Statements

     This announcement and other information provided from time to time by the
company contain historical information as well as forward-looking statements
about the company, the premium wine industry and general business and economic
conditions. These forward-looking statements include, among others, those
statements including the words "expects", "anticipates", "intends", "believes"
and similar language. Such forward-looking statements include, for example,
projections or predictions about the company's future growth, future financial
ratios, the announced restructuring and the amount of the related charges,
future actions of the company's lenders, the company's anticipated 2005
earnings, consumer demand for its wines, including new brands and brand
extensions, margin trends, anticipated future investment in vineyards and other
capital projects, the premium wine grape market and the premium wine industry in
general. Actual results may differ materially from the company's present
expectations. Among other things, a soft economy, a downturn in the travel and
entertainment sector, risk associated with continued conflict in the Middle
East, reduced consumer spending, or changes in consumer preferences could reduce
demand for the company's wines. Similarly, increased competition or changes in
tourism to the company's California properties could affect the company's volume
and revenue growth outlook. The supply and price of grapes, the company's most
important raw material, is beyond the company's control. A shortage of grapes
might constrict the supply of wine available for sale and cause higher grape
costs, putting more pressure on gross profit margins. A surplus of grapes might
allow for greater sales and lower grape costs, but it might also result in more
competition and pressure on selling prices or marketing spending. Interest rates
and other business and economic conditions could increase significantly the cost
and risks of projected capital spending. The restructuring announced on
September 14, 2004 may impair management's ability to focus on other needed
areas of business execution. There are also significant risks associated with
restructuring, including the divestiture of the company's luxury wine assets and
investments and non-strategic assets announced on September 14, 2004. There is
no assurance that the company will successfully complete such divestitures, or
that it will realize the after-tax proceeds it presently estimates for such
divestitures. The lay offs and significant restructuring changes announced in
connection with the company's September 14, 2004 restructuring will materially
impair future earnings. For additional cautionary statements identifying
important factors that could cause actual results to differ materially from such
forward-looking information, please refer to Item 7, "Management's Discussion
and Analysis of Financial Condition and Results of Operations," in the company's
Annual Report on Form 10-K for the fiscal year ended June 30, 2004, on file with
the Securities and Exchange Commission. For these and other reasons, no
forward-looking statement by the company can or should be taken as a guarantee
of what will happen in the future.

    CONTACT: Robert Mondavi Corporation
             Robert Philipps, 707-251-4850 (VP, Treasury & IR)
             Hilary Martin, 707-251-4487 (VP Corporate Communications)