XFRA:CB1A Constellation Brands Inc Class A Insider Activity 4 Filing - 10/12/2012

Effective Date 10/12/2012

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SANDS ROBERT
  2. Issuer Name and Ticker or Trading Symbol
CONSTELLATION BRANDS, INC. [STZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
C/O CONSTELLATION BRANDS, INC., 207 HIGH POINT DRIVE, BUILDING 100
3. Date of Earliest Transaction (Month/Day/Year)
10/12/2012
(Street)

VICTOR, NY 14564
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 10/12/2012   M   107,600 A $11.795 411,025 D  
Class A Common Stock 10/12/2012   M   60,000 A $11.75 471,025 D  
Class A Common Stock               471,608(1) I by CWC Partnership I(2)
Class A Common Stock               1,447,812(1) I by CWC Partnership II(3)
Class A Common Stock               80,928(4) I by LES Holdings LLC(5)
Class A Common Stock               73,800(4) I by MES Holdings LLC(6)
Class A Common Stock               768(1) I by MLR&R(7)
Class A Common Stock               28,792(4) I By Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B (convertible) Common Stock (8) 10/12/2012   P   14,290     (8)   (8) Class A Common Stock 14,290 $35 31,709 D  
Non-Qualified Stock Option (right to buy) $11.795 10/12/2012   M     107,600   (9) 04/02/2013 Class A Common Stock 107,600 $ 0 0 D  
Non-Qualified Stock Option (right to buy) $11.75 10/12/2012   M     60,000   (9) 04/03/2013 Class A Common Stock 60,000 $ 0 0 D  
Class B (convertible) Common Stock (8)               (8)   (8) Class A Common Stock 5,431,712   5,431,712(1) I by CWC Partnership I(2)
Class B (convertible) Common Stock (8)               (8)   (8) Class A Common Stock 563,632   563,632(1) I by CWC Partnership II(3)
Class B (convertible) Common Stock (8)               (8)   (8) Class A Common Stock 667,368   667,368(1) I by MLR&R(7)
Class B (convertible) Common Stock (8)               (8)   (8) Class A Common Stock 1,350,000   1,350,000(4) I by RSS Children's Trust(10)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SANDS ROBERT
C/O CONSTELLATION BRANDS, INC.
207 HIGH POINT DRIVE, BUILDING 100
VICTOR, NY 14564
  X   X   President & CEO  

Signatures

 /s/ Robert Sands   10/16/2012
** Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable trust, 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.
(2) CWC Partnership I is a general partnership of which the reporting person is a managing partner and in which he has a pecuniary interest.
(3) CWC Partnership II is a general partnership of which the reporting person is a trustee of the managing partner and in which he has a pecuniary interest.
(4) 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.
(5) LES Holdings LLC is a limited liability company of which the reporting person is the general manager.
(6) MES Holdings LLC is a limited liability company of which the reporting person is the general manager.
(7) M, L, R & R ("MLR&R") is 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.
(8) Shares of Class B Common Stock are convertible into shares of Class A Common Stock of the Issuer on a one-to-one basis at any time at the option of the holder. The ticker symbol for Class B Common Stock is STZ.B.
(9) 100% of this option has become exercisable.
(10) Held by the Robert Sands Children's Trust, for which the reporting person serves as trustee.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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XFRA:CB1A Constellation Brands Inc Class A Insider Activity 4 Filling

Constellation Brands Inc Class A XFRA:CB1A Stock - Get Insider Activity SEC Filing of Constellation Brands Inc Class A XFRA:CB1A stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

XFRA:CB1A Constellation Brands Inc Class A Insider Activity 4 Filing - 10/12/2012
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