CONTROLLING SHAREHOLDERS' AGREEMENT

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                                                            Exhibit 10.15

                                                    January 24, 1994

Antonino Fernandez R.

Grupo Modelo, S.A. de C.V.

Campos Eliseos 400

11000 Mexico, D.F.

Dear Don Antonino:

This letter shall serve to confirm the understanding and agreement between

A-B and the Controlling Shareholders regarding Section 5.5 of the Investment

Agreement, which reads as follows:

      "5.5   Election of A-B Director.   The Controlling Shareholders shall be

            -------------------------

            entitled to designate a G-Modelo director for election to the A-B

            Board of Directors.   Following such designation, A-B will use its

            best efforts to nominate and cause such designee to be elected to

            the A-B Board of Directors at the Annual Meeting of Shareholders

            of A-B next succeeding such designation and to continue to

            nominate and cause such a designee to be elected for so long as

             the Investo