AGREEMENT BETWEEN
                         THE ROBERT MONDAVI CORPORATION
                                  AND TED HALL


     This Agreement is entered into by and between The Robert Mondavi
Corporation, a California corporation ("Company") and Ted Hall ("Hall").

                                Recitals of Fact

     . Hall was elected to Company's Board of Directors ("Board") at its Annual
Shareholders Meeting on December 12, 2003; the Company wishes to engage Hall to
serve as Chairman of the Board.

         NOW, THEREFORE, IT IS AGREED:

          1.   Appointment: Effective January 8, 2004, Hall shall become
               Chairman of the Board, subject to the condition precedent in
               favor of Hall that the Board unanimously approves such
               appointment and the terms of this Agreement.

          2.   Non-Employee Status: As Chairman, Hall will not be an employee of
               Company and will not have certification responsibilities under
               Sarbanes- Oxley.

          3.   Term: It is anticipated that the term of this Agreement will run
               through Company's fiscal year-end, 2007, subject to an extension
               of the term as may be agreed upon by the parties; also, after
               December 31, 2004, the Board of Directors, following a
               recommendation of the Board's Nominating and Governance Committee
               ("N&G Committee") shall have the right to terminate this
               Agreement, as will Hall, any such termination right shall be
               without cause on no less than sixty (60) days notice in advance.

          4.   Duties and Authority: Attached hereto as Exhibit 1 is a
               description of the principal duties and authority of the Chairman
               of the Board, subject to such modifications as the N&G Committee
               and Hall may agree, subject to approval by the Board.

          5.   Time Commitment - Non Exclusive: The parties anticipate that over
               each 12-month period during the term of this Agreement, Hall will
               devote approximately 40 percent of his professional time, it
               being understood that during the initial and certain other
               periods, a greater or lesser amount of time may be utilized for
               the performance of the services engaged hereunder. Hall shall be
               free to perform consulting services for third parties, and Hall
               may serve on other boards of directors, provided such clients or
               companies are not engaged in businesses in competition with
               Company or whose interests conflict with those of Company.

               Company hereby agrees that Hall's financial interest and
               managerial activities in connection with Long Meadow Ranch and
               Long Meadow Ranch Winery, a producer of small quantities of Napa
               Valley fine wines, and Hall's minority equity interest in Frog's
               Leap Winery do not violate the terms of this engagement or Hall's
               fiduciary responsibility to the Company.

          6.   Consultants and Advisors: Company recognizes that for Hall to
               perform effectively his responsibilities hereunder, consultants
               and advisors may have to be retained by Company as the parties
               may agree.

          7.   Compensation and Other Consideration:

               (a)  Upon execution of this Agreement, Company shall make a
                    one-time payment of $750,000 in consideration of the
                    additional staffing and other costs Hall will experience at
                    Long Meadow Ranch as a result of the loss of the full-time
                    services of Hall as a consequence of his responsibilities
                    under this Agreement. Hall shall forego the retainer and
                    cash meeting fees payable to members of the Board, but will
                    retain stock option grants to Board members.

               (b)  Hall shall be paid a monthly fee of $50,000 and a minimum
                    annual cash bonus payment of $400,000, with any higher
                    amounts of stock or cash incentives as may be determined in
                    the discretion of Board, acting upon recommendations of the
                    Board's Compensation Committee.

               (c)  Hall shall have an office and full-time executive assistant
                    at one of the Company's offices as Company and Hall jointly
                    designate.

               (d)  Hall will not be a participant in Company's health,
                    insurance, profit sharing or other employee benefit plans.

               (e)  All travel by Hall will be by first class, commercial or
                    private aircraft as appropriate to the travel itinerary.

               (f)  Hall shall be reimbursed for any business expenses incurred
                    in the performance of their duties in keeping with Company
                    policies and as approved by the Board.

     This Agreement shall be governed by California law and has been executed by
the parties this 8th day of January, 2004.



     The Robert Mondavi Corporation                       Ted Hall


By:  _________________________________           ______________________________




By:  _________________________________