As filed with the Securities and Exchange Commission on August 22, 2001
                              Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                           CONSTELLATION BRANDS, INC.
             (exact name of Registrant as specified in its charter)


                  DELAWARE                                     16-0716709
        (State or other jurisdiction                        (I.R.S. Employer
      of incorporation or organization)                    Identification No.)


        300 WillowBrook Office Park,
             Fairport, New York                                   14450
  (Address of Principal Executive Offices)                     (Zip Code)


                  THE CONSTELLATION BRANDS UK SHARESAVE SCHEME
                            (Full title of the Plan)


                             Thomas J. Mullin, Esq.
                  Executive Vice President and General Counsel
                           Constellation Brands, Inc.
                           300 WillowBrook Office Park
                            Fairport, New York 14450
                                 (716) 218-2169
                (Name, address, including zip code, and telephone
               number, including area code, of agent for service)


                                    Copy to:
                               Roger W. Byrd, Esq.
                                Nixon Peabody LLP
                               1300 Clinton Square
                            Rochester, New York 14604
                                 (716) 263-1000
--------------------------------------------------------------------------------
                         CALCULATION OF REGISTRATION FEE

                                      Proposed       Proposed
  Title of                            Maximum        Maximum
 Securities                           Offering       Aggregate        Amount of
    to be          Amount to be       Price Per      Offering       Registration
Registered(1)      Registered(1)      Share (2)       Price             Fee
-------------      -------------      ---------     -----------     ------------
Class A Common       1,000,000         $44.01       $44,010,000       $11,002
Stock

(1) Pursuant to Rule 416(b) under the Securities Act of 1933, this  registration
statement  covers  such  additional  shares  of Class A  Common  Stock as may be
issuable  pursuant to anti-dilution  provisions of the Plan.
(2) Inserted solely for the purpose of calculating the registration fee pursuant
to Rule 457(h)(1).
(3) As  instructed  by Rule  457(h)(1)  and  estimated in  accordance  with Rule
457(c),  based upon the average of the high and low prices for the  Registrant's
Class A Common  Stock on the New York Stock  Exchange  reported as of August 15,
2001.


<PAGE>


                                     - 2 -


                                     Part II

                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

     The following documents which have been filed by Constellation Brands, Inc.
(formerly  known  as  Canandaigua  Brands,  Inc.)  (the  "Registrant")  with the
Securities and Exchange Commission are incorporated herein by reference:

     (a) The  Registrant's  Annual Report on Form 10-K for the fiscal year ended
February 28, 2001,  filed pursuant to Section 13 of the Securities  Exchange Act
of 1934.

     (b) All other reports filed by the  Registrant  pursuant to Sections  13(a)
and 15(d) of the  Securities  Exchange  Act of 1934  since  February  28,  2001,
including specifically,  but not limited to, the Registrant's Current Reports on
Form 8-K filed on March 7, 2001,  March 14, 2001,  April 12, 2001 (reporting the
Registrant's  results for the three  month  period and the twelve  month  period
ended February 28, 2001 and announcing our two-for-one  stock split),  April 12,
2001 (reporting the proposed  acquisition of Ravenswood Winery,  Inc.), June 20,
2001, June 28, 2001 and July 3, 2001 and the  Registrant's  Quarterly  Report on
Form 10-Q for the quarterly periods ending May 31, 2001.

     (c) The description of the  Registrant's  Class A Common Stock contained in
the  Registrant's  registration  statement  on Form 8-A filed on October 4, 1999
under Section 12 of the Securities and Exchange Act, including all amendments or
reports filed for the purpose of updating such description.

     All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Securities  Exchange Act of 1934 subsequent to the date of this
Registration  Statement  and prior to the filing of a  post-effective  amendment
which  indicates  that all  securities  offered  hereby  have been sold or which
deregisters all securities  remaining  unsold shall be deemed to be incorporated
by reference  herein and to be a part hereof from the date of the filing of such
documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     James A. Locke III,  Esq.  serves as a member of the Board of  Directors of
the Registrant.  Mr. Locke is a partner in the law firm Nixon Peabody LLP, which
firm has rendered an opinion regarding the legality of the securities offered by
the Registration Statement.  Mr. Locke owns or has the option to purchase 33,608
Shares of the  Registrant's  Class A Common Stock. Mr. Locke also owns 66 shares
of the Registrant's Class B Common Stock, and such shares are convertible


<PAGE>

                                     - 3 -


into Class A Common Stock.  Certain  attorneys of Nixon Peabody LLP may also own
shares of the Class A Common Stock of the  Registrant.  A copy of the Opinion of
Nixon Peabody LLP is attached hereto as Exhibit 5.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The General  Corporation Law of Delaware (Section 102) allows a corporation
to eliminate  the  personal  liability  of  directors  of a  corporation  to the
corporation or to any of its  stockholders  for monetary  damage for a breach of
his/her  fiduciary  duty as a  director,  except in the case where the  director
breached  his/her  duty of  loyalty,  failed to act in good  faith,  engaged  in
intentional  misconduct or knowingly violated a law, authorized the payment of a
dividend or approved a stock  repurchase in violation of Delaware  corporate law
or  obtained  an  improper  personal  benefit.   The  Restated   Certificate  of
Incorporation of the Registrant contains a provision which eliminates directors'
personal liability as set forth above.

     The  General  Corporation  Law of  Delaware  (Section  145) gives  Delaware
corporations  broad powers to indemnify  their present and former  directors and
officers and those of affiliated  corporations  against expenses incurred in the
defense  of any  lawsuit  to which  they are made  parties by reason of being or
having been such  directors or officers,  subject to  specified  conditions  and
exclusions;  gives a director or officer who successfully  defends an action the
right to be so indemnified;  and authorizes the Registrant to buy directors' and
officers'  liability  insurance.  Such  indemnification  is not exclusive of any
other  right to  which  those  indemnified  may be  entitled  under  any  bylaw,
agreement, vote of stockholders or otherwise.

     The  Registrant's  Restated  Certificate  of  Incorporation   provides  for
indemnification  to the fullest extent  authorized by Section 145 of the General
Corporation  Law of  Delaware  for  directors,  officers  and  employees  of the
Registrant  and also to persons who are serving at the request of the Registrant
as   directors,   officers  or  employees  of  other   corporations   (including
subsidiaries);  provided  that,  with respect to  proceedings  initiated by such
indemnitee,  indemnification  shall be provided  only if such  proceedings  were
authorized  by the  Board of  Directors.  The  right of  indemnification  is not
exclusive  of any other right which any person may  acquire  under any  statute,
bylaw, agreement, contract, vote of stockholders or otherwise.

     From time to time the  Registrant has and will enter into  agreements  with
underwriters  for  securities  offerings  which provide for  indemnification  of
directors,  officers  and  controlling  persons of the  Registrant  for  losses,
claims,  damages,  or liabilities  resulting from an untrue  statement made in a
registration   statement  in  reliance  upon  and  in  conformity  with  written
information furnished to the Registrant by or on behalf of such underwriters for
inclusion in the registration statement.

     The Registrant maintains a directors' and officers' liability insurance and
corporate  reimbursement  policy  insuring  directors and officers  against loss
arising from claims made arising out of the performance of their duties.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.



<PAGE>
                                     - 4 -


ITEM 8.  EXHIBITS.

     See Exhibit Index.

ITEM 9.  UNDERTAKINGS.

     (a) The undersigned Registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
     made, a post-effective amendment to this Registration Statement:

               (i) To include any prospectus required by Section 10(a)(3) of the
          Securities Act of 1933;

               (ii) To reflect  in the  prospectus  any facts or events  arising
          after the effective  date of the  registration  statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the Registration Statement;

               (iii) To include any  material  information  with  respect to the
          plan of  distribution  not  previously  disclosed in the  registration
          statement  or  any  material   change  to  such   information  in  the
          registration statement;  provided,  however, that paragraphs (a)(1)(i)
          and (a)(1)(ii) do not apply if the information required to be included
          in a  post-effective  amendment  by those  paragraphs  is contained in
          periodic  reports  filed by the  Registrant  pursuant to Section 13 or
          Section  15(d)  of the  Securities  Exchange  Act  of  1934  that  are
          incorporated by reference in the Registration Statement.

          (2) That,  for the  purpose of  determining  any  liability  under the
     Securities Act of 1933, each such post-effective  amendment shall be deemed
     to be a new  registration  statement  relating  to the  securities  offered
     therein,  and the offering of such  securities at that time shall be deemed
     to be the initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective amendment
     any  of  the  securities  being  registered  which  remain  unsold  at  the
     termination of the offering.

     (b) The  undersigned  Registrant  hereby  undertakes  that, for purposes of
determining  liability  under the  Securities  Act of 1933,  each  filing of the
Registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities  offered herein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     (h) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the  Registrant  pursuant  to  the  provisions   described  in  Item  6  of  the
Registration  Statement,  or otherwise,  the Registrant has been advised that in
the opinion of the Securities and Exchange  Commission such  indemnification  is
against public policy as expressed in the Act and is, therefore,  unenforceable.
In the event that a claim for  indemnification  against such liabilities  (other
than the payment by


<PAGE>
                                     - 5 -

the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the Registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the Registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.


<PAGE>



                                   SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all  the  requirements  for  filing  on  Form  S-8,  and has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the City of Rochester, State of New York, on the 22nd day of
August, 2001.

                                   CONSTELLATION BRANDS, INC.


                                   By:/s/ Richard Sands
                                      -------------------------------------
                                      Richard Sands
                                      Chairman of the Board, President
                                      and Chief Executive Officer

KNOWN ALL PERSONS BY THESE PRESENTS,  that each person whose  signature  appears
below hereby severally  constitutes and appoints Richard Sands, Robert Sands and
Thomas S. Summer,  and each of them,  his true and lawful  attorney-in-fact  and
agent,  with full power of substitution  and  resubstitution  for him and in his
name,  place and stead, in any and all capacities to sign any and all amendments
(including post-effective amendments) to the Registration Statement, and to file
the  same,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith,  with the  Securities  and Exchange  Commission,  granting  unto said
attorney-in-fact  and agents,  and each of them,  full power and authority to do
and perform each and every act and thing  requisite  or  necessary  fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all that each said  attorneys-in-fact  and  agents or any of them or
their or his substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.



    /s/ Richard Sands           Director, Chairman of           August 22, 2001
----------------------------    the Board, President and
        Richard Sands           Chief Executive
                                Officer (Principal
                                Executive Officer)


    /s/ Robert Sands            Director, Group President       August 22, 2001
----------------------------
        Robert Sands


    /s/ Thomas S. Summer        Executive Vice President        August 22, 2001
----------------------------    and Chief Financial Officer
        Thomas S. Summer        (Principal Financial and
                                Accounting Officer)

<PAGE>


    /s/ George Bresler                                          August 22, 2001
----------------------------    Director
        George Bresler


    /s/ James A. Locke, III     Director                        August 22, 2001
----------------------------
        James A. Locke, III


<PAGE>


                                  EXHIBIT INDEX

Exhibit No.             Description                         Location
-----------             -----------                         --------

4-1          The Constellation Brands UK               Filed Herewith
             Sharesave Scheme, as amended

4-2*         Restated Certificate of Incorporation     Contained in Exhibit 3.1
             of the Registrant                         to the Registrant's
                                                       Quarterly Report on Form
                                                       10-Q for the fiscal
                                                       quarter ended August 31,
                                                       2000 and incorporated
                                                       herein by reference

4-3*         By-Laws of the Registrant                 Contained in Exhibit
                                                       3.2 to the Registrant's
                                                       Quarterly Report on
                                                       Form 10-Q for the fiscal
                                                       quarter ended August 31,
                                                       31, and incorporated
                                                       herein by reference

5-1          Legal Opinion of Nixon Peabody LLP        Filed Herewith


23-1         Consent of Nixon Peabody LLP              Contained in opinion
                                                       filed as Exhibit 5-1
                                                       to this Registration
                                                       Statement

23-2         Consent of Arthur Andersen LLP,           Filed Herewith
             independent accountants


-------------
* Incorporated by reference to the indicated filing.
[{"type": "S-8", "sequence": "1", "filename": "s8sharesave.txt", "secsgml_size_bytes": 18240}]
{"company-data": {"conformed-name": "CONSTELLATION BRANDS INC", "cik": "0000016918", "assigned-sic": "2080", "irs-number": "160716709", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-68180", "film-number": "1721475"}, "business-address": {"street1": "300 WILLOWBROOK OFFICE PARK", "city": "FAIRPORT", "state": "NY", "zip": "14450", "phone": "7162182169"}, "mail-address": {"street1": "300 WILLOWBROOK OFFICE PARK", "city": "FAIRPORT", "state": "NY", "zip": "14450"}, "former-company": [{"former-conformed-name": "CANANDAIGUA BRANDS INC", "date-changed": "19970902"}, {"former-conformed-name": "CANANDAIGUA WINE CO INC", "date-changed": "19920703"}]}
As filed with the Securities and Exchange Commission on August 22, 2001
                              Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                           CONSTELLATION BRANDS, INC.
             (exact name of Registrant as specified in its charter)

                  DELAWARE                                     16-0716709
        (State or other jurisdiction                        (I.R.S. Employer
      of incorporation or organization)                    Identification No.)

        300 WillowBrook Office Park,
             Fairport, New York                                   14450
  (Address of Principal Executive Offices)                     (Zip Code)

                  THE CONSTELLATION BRANDS UK SHARESAVE SCHEME
                            (Full title of the Plan)

                             Thomas J. Mullin, Esq.
                  Executive Vice President and General Counsel
                           Constellation Brands, Inc.
                           300 WillowBrook Office Park
                            Fairport, New York 14450
                                 (716) 218-2169
                (Name, address, including zip code, and telephone
               number, including area code, of agent for service)

                                    Copy to:
                               Roger W. Byrd, Esq.
                                Nixon Peabody LLP
                               1300 Clinton Square
                            Rochester, New York 14604
                                 (716) 263-1000
--------------------------------------------------------------------------------
                         CALCULATION OF REGISTRATION FEE

                                      Proposed       Proposed
  Title of                            Maximum        Maximum
 Securities                           Offering       Aggregate        Amount of
    to be          Amount to be       Price Per      Offering       Registration
Registered(1)      Registered(1)      Share (2)       Price             Fee
-------------      -------------      ---------     -----------     ------------
Class A Common       1,000,000         $44.01       $44,010,000       $11,002
Stock

(1) Pursuant to Rule 416(b) under the Securities Act of 1933, this  registration
statement  covers  such  additional  shares  of Class A  Common  Stock as may be
issuable  pursuant to anti-dilution  provisions of the Plan.
(2) Inserted solely for the purpose of calculating the registration fee pursuant
to Rule 457(h)(1).
(3) As  instructed  by Rule  457(h)(1)  and  estimated in  accordance  with Rule
457(c),  based upon the average of the high and low prices for the  Registrant's
Class A Common  Stock on the New York Stock  Exchange  reported as of August 15,
2001.
- 2 -

                                     Part II

                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

     The following documents which have been filed by Constellation Brands, Inc.
(formerly  known  as  Canandaigua  Brands,  Inc.)  (the  "Registrant")  with the
Securities and Exchange Commission are incorporated herein by reference:

     (a) The  Registrant's  Annual Report on Form 10-K for the fiscal year ended
February 28, 2001,  filed pursuant to Section 13 of the Securities  Exchange Act
of 1934.

     (b) All other reports filed by the  Registrant  pursuant to Sections  13(a)
and 15(d) of the  Securities  Exchange  Act of 1934  since  February  28,  2001,
including specifically,  but not limited to, the Registrant's Current Reports on
Form 8-K filed on March 7, 2001,  March 14, 2001,  April 12, 2001 (reporting the
Registrant's  results for the three  month  period and the twelve  month  period
ended February 28, 2001 and announcing our two-for-one  stock split),  April 12,
2001 (reporting the proposed  acquisition of Ravenswood Winery,  Inc.), June 20,
2001, June 28, 2001 and July 3, 2001 and the  Registrant's  Quarterly  Report on
Form 10-Q for the quarterly periods ending May 31, 2001.

     (c) The description of the  Registrant's  Class A Common Stock contained in
the  Registrant's  registration  statement  on Form 8-A filed on October 4, 1999
under Section 12 of the Securities and Exchange Act, including all amendments or
reports filed for the purpose of updating such description.

     All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Securities  Exchange Act of 1934 subsequent to the date of this
Registration  Statement  and prior to the filing of a  post-effective  amendment
which  indicates  that all  securities  offered  hereby  have been sold or which
deregisters all securities  remaining  unsold shall be deemed to be incorporated
by reference  herein and to be a part hereof from the date of the filing of such
documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     James A. Locke III,  Esq.  serves as a member of the Board of  Directors of
the Registrant.  Mr. Locke is a partner in the law firm Nixon Peabody LLP, which
firm has rendered an opinion regarding the legality of the securities offered by
the Registration Statement.  Mr. Locke owns or has the option to purchase 33,608
Shares of the  Registrant's  Class A Common Stock. Mr. Locke also owns 66 shares
of the Registrant's Class B Common Stock, and such shares are convertible
- 3 -

into Class A Common Stock.  Certain  attorneys of Nixon Peabody LLP may also own
shares of the Class A Common Stock of the  Registrant.  A copy of the Opinion of
Nixon Peabody LLP is attached hereto as Exhibit 5.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The General  Corporation Law of Delaware (Section 102) allows a corporation
to eliminate  the  personal  liability  of  directors  of a  corporation  to the
corporation or to any of its  stockholders  for monetary  damage for a breach of
his/her  fiduciary  duty as a  director,  except in the case where the  director
breached  his/her  duty of  loyalty,  failed to act in good  faith,  engaged  in
intentional  misconduct or knowingly violated a law, authorized the payment of a
dividend or approved a stock  repurchase in violation of Delaware  corporate law
or  obtained  an  improper  personal  benefit.   The  Restated   Certificate  of
Incorporation of the Registrant contains a provision which eliminates directors'
personal liability as set forth above.

     The  General  Corporation  Law of  Delaware  (Section  145) gives  Delaware
corporations  broad powers to indemnify  their present and former  directors and
officers and those of affiliated  corporations  against expenses incurred in the
defense  of any  lawsuit  to which  they are made  parties by reason of being or
having been such  directors or officers,  subject to  specified  conditions  and
exclusions;  gives a director or officer who successfully  defends an action the
right to be so indemnified;  and authorizes the Registrant to buy directors' and
officers'  liability  insurance.  Such  indemnification  is not exclusive of any
other  right to  which  those  indemnified  may be  entitled  under  any  bylaw,
agreement, vote of stockholders or otherwise.

     The  Registrant's  Restated  Certificate  of  Incorporation   provides  for
indemnification  to the fullest extent  authorized by Section 145 of the General
Corporation  Law of  Delaware  for  directors,  officers  and  employees  of the
Registrant  and also to persons who are serving at the request of the Registrant
as   directors,   officers  or  employees  of  other   corporations   (including
subsidiaries);  provided  that,  with respect to  proceedings  initiated by such
indemnitee,  indemnification  shall be provided  only if such  proceedings  were
authorized  by the  Board of  Directors.  The  right of  indemnification  is not
exclusive  of any other right which any person may  acquire  under any  statute,
bylaw, agreement, contract, vote of stockholders or otherwise.

     From time to time the  Registrant has and will enter into  agreements  with
underwriters  for  securities  offerings  which provide for  indemnification  of
directors,  officers  and  controlling  persons of the  Registrant  for  losses,
claims,  damages,  or liabilities  resulting from an untrue  statement made in a
registration   statement  in  reliance  upon  and  in  conformity  with  written
information furnished to the Registrant by or on behalf of such underwriters for
inclusion in the registration statement.

     The Registrant maintains a directors' and officers' liability insurance and
corporate  reimbursement  policy  insuring  directors and officers  against loss
arising from claims made arising out of the performance of their duties.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.
- 4 -

ITEM 8.  EXHIBITS.

     See Exhibit Index.

ITEM 9.  UNDERTAKINGS.

     (a) The undersigned Registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
     made, a post-effective amendment to this Registration Statement:

               (i) To include any prospectus required by Section 10(a)(3) of the
          Securities Act of 1933;

               (ii) To reflect  in the  prospectus  any facts or events  arising
          after the effective  date of the  registration  statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the Registration Statement;

               (iii) To include any  material  information  with  respect to the
          plan of  distribution  not  previously  disclosed in the  registration
          statement  or  any  material   change  to  such   information  in  the
          registration statement;  provided,  however, that paragraphs (a)(1)(i)
          and (a)(1)(ii) do not apply if the information required to be included
          in a  post-effective  amendment  by those  paragraphs  is contained in
          periodic  reports  filed by the  Registrant  pursuant to Section 13 or
          Section  15(d)  of the  Securities  Exchange  Act  of  1934  that  are
          incorporated by reference in the Registration Statement.

          (2) That,  for the  purpose of  determining  any  liability  under the
     Securities Act of 1933, each such post-effective  amendment shall be deemed
     to be a new  registration  statement  relating  to the  securities  offered
     therein,  and the offering of such  securities at that time shall be deemed
     to be the initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective amendment
     any  of  the  securities  being  registered  which  remain  unsold  at  the
     termination of the offering.

     (b) The  undersigned  Registrant  hereby  undertakes  that, for purposes of
determining  liability  under the  Securities  Act of 1933,  each  filing of the
Registrant's  annual  report  pursuant to Section  13(a) or Section 15(d) of the
Securities  Exchange  Act of  1934  that is  incorporated  by  reference  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities  offered herein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     (h) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors,  officers and controlling  persons of
the  Registrant  pursuant  to  the  provisions   described  in  Item  6  of  the
Registration  Statement,  or otherwise,  the Registrant has been advised that in
the opinion of the Securities and Exchange  Commission such  indemnification  is
against public policy as expressed in the Act and is, therefore,  unenforceable.
In the event that a claim for  indemnification  against such liabilities  (other
than the payment by
- 5 -

the  Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the Registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the Registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all  the  requirements  for  filing  on  Form  S-8,  and has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the City of Rochester, State of New York, on the 22nd day of
August, 2001.

                                   CONSTELLATION BRANDS, INC.

                                   By:/s/ Richard Sands
                                      -------------------------------------
                                      Richard Sands
                                      Chairman of the Board, President
                                      and Chief Executive Officer

KNOWN ALL PERSONS BY THESE PRESENTS,  that each person whose  signature  appears
below hereby severally  constitutes and appoints Richard Sands, Robert Sands and
Thomas S. Summer,  and each of them,  his true and lawful  attorney-in-fact  and
agent,  with full power of substitution  and  resubstitution  for him and in his
name,  place and stead, in any and all capacities to sign any and all amendments
(including post-effective amendments) to the Registration Statement, and to file
the  same,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith,  with the  Securities  and Exchange  Commission,  granting  unto said
attorney-in-fact  and agents,  and each of them,  full power and authority to do
and perform each and every act and thing  requisite  or  necessary  fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all that each said  attorneys-in-fact  and  agents or any of them or
their or his substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

    /s/ Richard Sands           Director, Chairman of           August 22, 2001
----------------------------    the Board, President and
        Richard Sands           Chief Executive
                                Officer (Principal
                                Executive Officer)

    /s/ Robert Sands            Director, Group President       August 22, 2001
----------------------------
        Robert Sands

    /s/ Thomas S. Summer        Executive Vice President        August 22, 2001
----------------------------    and Chief Financial Officer
        Thomas S. Summer        (Principal Financial and
                                Accounting Officer)
/s/ George Bresler                                          August 22, 2001
----------------------------    Director
        George Bresler

    /s/ James A. Locke, III     Director                        August 22, 2001
----------------------------
        James A. Locke, III
EXHIBIT INDEX

Exhibit No.             Description                         Location
-----------             -----------                         --------

4-1          The Constellation Brands UK               Filed Herewith
             Sharesave Scheme, as amended

4-2*         Restated Certificate of Incorporation     Contained in Exhibit 3.1
             of the Registrant                         to the Registrant's
                                                       Quarterly Report on Form
                                                       10-Q for the fiscal
                                                       quarter ended August 31,
                                                       2000 and incorporated
                                                       herein by reference

4-3*         By-Laws of the Registrant                 Contained in Exhibit
                                                       3.2 to the Registrant's
                                                       Quarterly Report on
                                                       Form 10-Q for the fiscal
                                                       quarter ended August 31,
                                                       31, and incorporated
                                                       herein by reference

5-1          Legal Opinion of Nixon Peabody LLP        Filed Herewith

23-1         Consent of Nixon Peabody LLP              Contained in opinion
                                                       filed as Exhibit 5-1
                                                       to this Registration
                                                       Statement

23-2         Consent of Arthur Andersen LLP,           Filed Herewith
             independent accountants

-------------
* Incorporated by reference to the indicated filing.