Exhibit 10.25

CREDIT AGREEMENT

(LINE OF CREDIT)

(LETTER OF CREDIT SUB-FACILITY)

This
Agreement (the "Agreement") is made and entered into as of September 18, 2003, by and between BANK OF THE WEST (the "Bank") and GOLDEN STATE VINTNERS (the "Borrower"), on the
terms and conditions that follow:

SECTION
1
DEFINITIONS

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SECTION
2
CREDIT FACILITIES

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SECTION
3
COLLATERAL



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The
Bank's security interest in the Collateral shall be a continuing lien and shall include the proceeds and products of the Collateral including, but not limited to, the proceeds of any insurance
thereon.

Borrower
hereby consents to and instructs Bank to file financing statements in all locations deemed appropriate by the Bank from time to time.

The
security interest granted to Bank in the Collateral shall not secure or be deemed to secure any Indebtedness of the Borrower to the Bank which is, at the time of its creation, subject to the
provisions of any state or federal consumer credit or truth-in-lending disclosure statutes.

SECTION
4
CONDITIONS PRECEDENT





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The
Borrower's acceptance of the proceeds of any loan, Advance or extension of credit or the Borrower's execution of any document or instrument evidencing or creating any Obligation
hereunder shall be deemed to constitute the Borrower's representation and warranty that all of the above statements are true and correct.

SECTION
5
REPRESENTATIONS AND WARRANTIES

The
Borrower hereby makes the following representations and warranties to the Bank, which representations and warranties are continuing:

Trade StyleSee attached Exhibit "A"

State of UseAll


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SECTION
6
COVENANTS

The
Borrower covenants and agrees that, during the term of this Agreement, and so long thereafter as the Borrower is indebted to the Bank under this Agreement, the Borrower will, unless the Bank shall
otherwise consent in writing:





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SECTION
7
EVENTS OF DEFAULT

Any
one or more of the following described events shall constitute an event of default (an "Event of Default") under this Agreement:

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SECTION
8
REMEDIES ON DEFAULT

Upon
the occurrence of any Event of Default, the Bank may, at its sole and absolute election, without demand and only upon such notice as may be required by law:

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SECTION
9
MISCELLANEOUS



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To the Borrower:GOLDEN STATE VINTNERS
607 Airport Road
Napa, CA 94558
Attn: Jeffrey B. O'Neill
FAX: (707) 254-4900
To the Bank:BANK OF THE WEST
Fresno Office (ABC)
2035 Fresno Street
Fresno, CA 93721
Attn: Jay R. Dibble
FAX: (559) 487-2157


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IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first hereinabove written.

|BANK:                               |                  | BORROWER:                                                 
|----------------------------------- | ---------------- | ----------------------------------------------------------
|                                    |                  |                                                           
|BANK OF THE WEST                    |                  | GOLDEN STATE VINTNERS                                     
|                                    |                  |                                                           
|BY:                                 | /s/JAY R. DIBBLE |                                                           
|NAME: Jay R. Dibble, Vice President |                  | NAME: John Kelleher, Chief Financial Officer and Secretary
|                                    |                  |                                                           
|                                    |                  |                                                           
|                                    |                  |                                                           

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CERTIFIED CORPORATE RESOLUTION TO BORROW

WHEREAS, GOLDEN STATE VINTNERS (the "Corporation") has made application to BANK OF THE WEST (the "Bank") for credit accommodations which may consist of but shall
in no way be limited to the following: the renewal, continuation or extension of an existing obligation; the extension of a new loan, line of credit or commitment; the issuance of letters of credit or
banker's acceptances; or the purchase or sale through Bank of foreign currencies.

RESOLVED,
that: any one of the following officers: JEFFREY B. O'NEILL, as the CHIEF EXECUTIVE OFFICER AND PRESIDENT of the Corporation, or JOHN KELLEHER, as the CHIEF FINANCIAL OFFICER
AND SECRETARY of the Corporation, or RALPH LENAMON, as the TREASURER of the Corporation, are authorized, in the name of and on behalf of the Corporation to:

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RESOLVED
FURTHER, that all such evidences of indebtedness, agreements, security instruments and other documents executed in the name of and on behalf of the Corporation and all such
actions taken on behalf of the Corporation in connection with the matters described herein are hereby ratified and approved.

RESOLVED
FURTHER, that the Bank is authorized to act upon these resolutions until written notice of their revocation is delivered to the Bank.

RESOLVED
FURTHER, that any resolution set forth herein is in addition to and does not supersede any resolutions previously given by the Corporation to the Bank.

RESOLVED
FURTHER, that the Secretary of the Corporation be, and hereby is, authorized and directed to prepare, execute and deliver to the Bank a certified copy of the foregoing
resolutions.

I
do hereby certify that I am John Kelleher, the Secretary of GOLDEN STATE VINTNERS, a California corporation, and I do hereby further certify that the foregoing is a true copy of the
resolutions of the Board of Directors of the Corporation adopted and approved by unanimous written consent.

I
hereby further certify that such resolutions are presently in full force and effect and have not been amended or revoked. I do further certify that the following persons have been duly
elected and qualified as and, this day are, officers of the Corporation, holding their respective offices appearing below their names, and that the signatures appearing opposite their names are the
genuine signatures of such persons.

|NAME OF OFFICER: JEFFREY B. O'NEILL
TITLE: CHIEF EXECUTIVE OFFICER AND PRESIDENT |  | /s/JEFFREY B. O'NEILL(SIGNATURE)
|-------------------------------------------------------------------------------- |  | --------------------------------
|                                                                                 |  |                                 
|NAME OF OFFICER: JOHN KELLEHER
TITLE: CHIEF FINANCIAL OFFICER AND SECRETARY      |  | /s/JOHN KELLEHER(SIGNATURE)     
|                                                                                 |  |                                 
|NAME OF OFFICER: RALPH LENAMON
TITLE: TREASURER                                  |  | /s/RALPH LENAMON(SIGNATURE)     

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IN
WITNESS WHEREOF, this document is executed as of                        ,
            .

|NAME OF CORPORATION: |  | GOLDEN STATE VINTNERS
|-------------------- |  | ---------------------
|                     |  |                      
|                     |  | BY:                  

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