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<SEC-DOCUMENT>0000838875-05-000011.txt : 20050513
<SEC-HEADER>0000838875-05-000011.hdr.sgml : 20050513
<ACCEPTANCE-DATETIME>20050513165820
ACCESSION NUMBER:		0000838875-05-000011
CONFORMED SUBMISSION TYPE:	10QSB
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20050331
FILED AS OF DATE:		20050513
DATE AS OF CHANGE:		20050513

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WILLAMETTE VALLEY VINEYARDS INC
		CENTRAL INDEX KEY:			0000838875
		STANDARD INDUSTRIAL CLASSIFICATION:	BEVERAGES [2080]
		IRS NUMBER:				930981021
		STATE OF INCORPORATION:			OR
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10QSB
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-21522
		FILM NUMBER:		05830175

	BUSINESS ADDRESS:	
		STREET 1:		8800 ENCHANTED WAY S E
		CITY:			TURNER
		STATE:			OR
		ZIP:			97392
		BUSINESS PHONE:		5035889463

	MAIL ADDRESS:	
		STREET 1:		8800 ENCHANTED WAY SE
		CITY:			TURNER
		STATE:			OR
		ZIP:			97392
</SEC-HEADER>
<DOCUMENT>
<TYPE>10QSB
<SEQUENCE>1
<FILENAME>wvv051q10q.txt
<TEXT>

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

___________________________________________________________

FORM 10-QSB
___________________________________________________________

Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934

For the Quarter Ended March 31, 2005

Commission File Number 0-21522

WILLAMETTE VALLEY VINEYARDS, INC.

 (Exact name of registrant as specified in charter)

              Oregon                       93-0981021
  (State or other jurisdiction of      (I.R.S. Employer
  incorporation or organization)     Identification Number)


___________________________________________________________


8800 Enchanted Way,  S.E., Turner, Oregon 97392
 (503)-588-9463

 (Address, including Zip code, and telephone number,
including area code, of registrant's principal executive offices)

___________________________________________________________

Indicate by check mark whether the registrant (1) has filed, all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.

                                            [X] YES       [  ] NO

Number of shares of common stock outstanding as of March 31, 2005
4,486,278 shares, no par value

Transitional Small Business Disclosure
                                           [  ] YES        [X] NO



                  WILLAMETTE VALLEY VINEYARDS, INC.
                       INDEX TO FORM 10-QSB


Part I - Financial Information

Item 1--Financial Statements

Balance Sheet

Statement of Operations

Statement of Cash Flows

Notes to Consolidated Financial Statements

Item 2--Management's Discussion and Analysis of Financial Condition and
Results of Operations

Item 3--Controls and Procedures

Part II - Other Information

Item 1--Exhibits and Reports of Form 8-K

Item 5--Other Information

Signatures
PART 1                 FINANCIAL INFORMATION
ITEM 1                    Financial Statements

                  WILLAMETTE VALLEY VINEYARDS, INC.
                            Balance Sheet
                                          March 31,         December 31,
                                            2005                2004
                                        (unaudited)
ASSETS.                                 __________          __________
Current Assets:
  Cash and cash equivalents            $   913,191         $   851,492
  Accounts receivable trade, net           852,663             908,510
  Inventories                            7,666,848           7,827,982
  Prepaid expenses and other
  current assets                           120,140              53,059
  Deferred income taxes                    109,401             109,401
                                        __________          __________
Total current assets                     9,662,243           9,750,444

Vineyard development cost, net           1,463,149           1,482,348
Inventories                                571,355             571,355
Property and equipment, net              4,167,921           4,254,526
Note receivable                              5,000               5,000
Debt issuance costs, net                    43,084              42,561
Other assets                                81,621              82,315
                                        __________          __________
Total assets                           $15,994,373         $16,188,549
                                        ==========          ==========
LIABILITIES AND SHAREHOLDERS EQUITY

Current liabilities
  Line of credit                       $ 1,265,059         $ 1,232,251
  Current portion of long term debt        257,957             257,957
  Accounts payable                         498,910             510,803
  Accrued expenses                         568,165             526,860
  Income taxes payable                     128,144             278,970
  Grapes payable                           466,668             592,390
                                        __________          __________
Total current liabilities                3,184,903           3,399,231

Long-term debt                           2,263,157           2,331,987
Distributor obligation                   1,500,000           1,500,000
Deferred rent liability                    140,032             131,785
Deferred gain                              466,285             474,309
Deferred income taxes                      212,975             212,975
                                        __________          __________
Total liabilities                        7,767,352           8,050,287
                                        __________          __________
Shareholders' equity
  Common stock, no par value - 10,000,000
  shares authorized, 4,486,278 and 4,486,278
  shares issued and outstanding at March 31,
  2005 and December 31, 2004             7,182,329           7,182,329
Retained earnings                        1,044,692             955,933
                                        __________          __________
Total shareholders' equity               8,227,021           8,138,262
                                        __________          __________
Total liabilities and shareholders'
equity                                 $15,994,373         $16,188,549
                                        ==========          ==========
The accompanying notes are an integral part of this financial statement.
                  WILLAMETTE VALLEY VINEYARDS, INC.
                       Statement of Operations
                             (unaudited)



                                         Three months ended March 31,
                                            2005                2004
                                        __________          __________
Net Revenues
  Case Revenue                         $ 2,284,638         $ 1,834,611
  Facility Lease - Custom Crush             90,440               9,015
                                        __________          __________
Total Revenue                            2,375,078           1,843,626

Cost of Sales
  Case                                   1,230,516             884,019
  Bulk                                      55 926                  -
                                        __________          __________
Total Cost of Sales                      1,286,442             884,019

Gross Margin                             1,088,636             959,607

Selling, general and
  administrative expense                   892,422             689,764
                                        __________          __________
Net operating income                       196,214             269,843

Other income (expense)
  Interest income                              165               1,203
  Interest expense                         (65,783)            (76,382)
  Other income                              17,336              14,538
                                        __________          __________
Net income before income taxes             147,932             209,202

Income tax                                 (59,173)            (83,681)
                                        __________          __________
Net income                                  88,759             125,521

Retained earnings beginning of
  period                                   955,933             492,251
                                        __________          __________
Retained earnings end of period        $ 1,044,692         $   617,772
                                        ==========          ==========
Basic income per common share          $       .02         $       .03

Diluted income per common share        $       .02         $       .03

Weighted average number of
basic common shares
outstanding                              4,486,278           4,482,280

Weighted average number of
diluted common shares
outstanding                              4,580,883           4,662,087


The accompanying notes are an integral part of this financial statement.
                  WILLAMETTE VALLEY VINEYARDS, INC.
                       Statement of Cash Flows
                             (unaudited)

                                         Three months ended March 31,
                                            2005                2004
                                        __________          __________
Cash flows from operating activities:
  Net income                           $    88,759        $    125,521
Reconciliation of net income to
 net cash provided by (used in)
 operating activities:
  Depreciation and amortization            139,197             166,667
  Stock issued for compensation                 -               11,500

Changes in assets and liabilities:
  Accounts receivable trade                 55,847              64,031
  Inventories                              161,134            (113,140)
  Prepaid expenses and other
    current assets                         (67,081)               (993)
  Note receivable                                               (1,120)
  Other assets                                 694                 778
  Accounts payable                         (11,893)            (87,343)
  Accrued expenses                          41,305             (50,662)
  Income taxes payable                    (150,826)             83,681
  Grape payables                          (125,722)            (55,185)
  Deferred rent liability                    8,247               5,697
  Deferred gain                             (8,024)             (6,246)
                                        __________          __________
Net cash provided by
  operating activities                     131,637             143,186
                                        __________          __________

Cash flows from investing activities;
  Additions to property and equipment      (29,294)            (80,208)
  Vineyard development expenditures             -              (37,999)
                                        __________          __________
Net cash used in investing activities      (29,294)           (118,207)
                                        __________          __________

Cash flows from financing activities:
  Debt issuance costs                       (4,622)                 -
  Net (decrease) increase in line of
    credit balance                          32,808              10,820
  Repayments of long-term debt             (68,830)            (68,744)
                                        __________          __________
Net cash (used in) provided by
  financing activities                     (40,644)            (57,924)
                                        __________          __________
Net increase (decrease) in cash and
  cash equivalents                          61,699             (32,945)

Cash and cash equivalents:
  Beginning of period                      851,492             213,681
                                        __________          __________
  End of period                        $   913,191         $   180,736
                                        ==========          ==========

The accompanying notes are an integral part of this financial statement.
NOTES TO CONSOLIDATED FINANCIAL STATEMENT

1) BASIS OF PRESENTATION

The accompanying unaudited financial statements as of and for the three month
period ended March 31, 2005 and 2004, have been prepared in conformity with
generally accepted accounting principles. The financial information as of
December 31, 2004, is derived from the audited financial statements presented
in the Willamette Valley Vineyards, Inc. (the "Company") Annual Report on Form
10-KSB for the year ended December 31, 2004. Certain information or footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted,
pursuant to the rules and regulations of the Securities and Exchange
Commission. In the opinion of management, the accompanying financial
statements include all adjustments necessary (which are of a normal recurring
nature) for the fair statement of the results of the interim periods presented.
The accompanying financial statements should be read in conjunction with the
Company's audited financial statements for the year ended December 31, 2004,
as presented in the Company's Annual Report on Form 10-KSB.

Operating results for the three months ended March 31, 2005, are not
necessarily indicative of the results that may be expected for the entire year
ending December 31, 2005, or any portion thereof.

The Company has a single operating segment consisting of the retail, instate
self-distribution and out of state sales departments.  These departments have
similar economic characteristics, offer comparable products to customers, and
utilize similar processes for production and distribution.

Basic earnings per share are computed based on the weighted-average number of
common shares outstanding each period. Diluted earnings per share are computed
using the weighted average number of shares of common stock and potentially
dilutive common shares outstanding during the year.  Potentially dilutive
shares from stock options and other potentially dilutive shares are excluded
from the computation when their effect is anti-dilutive.  Potentially dilutive
shares of 94,605 shares are included in the computation of dilutive earnings
per share for the three months ended March 31, 2005. Total potentially
dilutive shares of 179,807 shares are included in the computation of dilutive
earnings per share for the three months ended March 31, 2004.


2) STOCK BASED COMPENSATION

The Company accounts for the employee and director stock options in accordance
with provisions of Accounting Principles Board (APB) Opinion No. 25,
Accounting for Stock Issued to Employees.  Pro forma disclosures as required
under SFAS No. 123, Accounting for Stock Based Compensation, and as amended by
SFAS No. 148, Accounting for Stock Based Compensation - Transition and
Disclosure, are presented below.

Had compensation cost for the Company's stock option plans been determined
based on the fair value at the grant date for awards consistent with the
provisions of SFAS No. 123, the Company's net earnings would have been reduced
to the pro forma amounts indicated as follows for the quarter ended March 31:

                                          March 31,           March 31,
                                            2005                2004
                                        (unaudited)         (unaudited)
                                        __________          __________

Net income, as reported                $    88,759         $   125,521

Add Stock-based employee
compensation expense included in
reported net income, net of
  related tax effects                           -               11,500

Deduct total stock based employee
  compensation expense determined
  under fair value based method for
  all awards, Net of related tax
  effects                                 (179,670)            (12,909)
                                        __________          __________

Pro forma net income                   $   (90,911)        $   124,112

Earnings per share:
  Basic - as reported                  $      0.02         $      0.03
  Basic - pro forma                    $      0.02         $      0.03

  Diluted - as reported                $     (0.02)        $      0.03
  Diluted - pro forma                  $     (0.02)        $      0.03

For purposes of disclosure, the Black-Scholes option pricing model was used to
calculate fair values for stock options granted.  The estimated fair value of
the options is amortized to expense over the options' vesting period.


4) INVENTORIES BY MAJOR CLASSIFICATION ARE SUMMARIZED AS FOLLOW:

                                          March 31,         December 31,
                                            2005                2004
                                        (unaudited)
                                        __________          __________

Winemaking and packaging materials     $    51,251         $   134,059
Work-in-progress (costs relating
  to unprocessed and/or bulk
  wine products)                         1,607,491           1,891,681
Finished goods (bottled wines            6,579,461           6,373,597
  and related products)                 __________          __________
                                         8,238,203           8,399,337

Less: amounts designated for distributor  (571,355)           (571,355)
                                        __________          __________

Current inventories                    $ 7,666,848         $ 7,827,982
                                        ==========          ==========


5) PROPERTY AND EQUIPMENT CONSIST OF THE FOLLOWING:

                                          March 31,         December 31,
                                            2005                2004
                                        (unaudited)
                                        __________          __________

Land and improvements                  $   769,644         $   769,644
Winery building and hospitality center   4,674,765           4,647,272
Equipment                                3,806,876           3,805,075
                                        __________          __________
                                         9,251,285           9,221,991

Less accumulated depreciation           (5,083,364)         (4,967,465)
                                        __________          __________
                                       $ 4,167,921         $ 4,254,526
                                        ==========          ==========


6) SUBSEQUENT EVENTS:

None.


ITEM 2
Management's Discussion and Analysis of Financial Condition
 and Results of Operations

Forward Looking Statement:

This Management's Discussion and Analysis of Financial Condition and Results
of Operation and other sections of this Form 10-QSB contain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995.  These forward-looking statements involve risks and uncertainties
that are based on current expectations, estimates and projections about the
Company's business, and beliefs and assumptions made by management.  Words
such as "expects," "anticipates," "intends," "plans," "believes," "seeks,"
"estimates" and variations of such words and similar expressions are intended
to identify such forward-looking statements.  Therefore, actual outcomes and
results may differ materially from what is expressed or forecasted in such
forward-looking statements due to numerous factors, including, but not limited
to:  availability of financing for growth, availability of adequate supply of
high quality grapes, successful performance of internal operations, impact of
competition, changes in wine broker or distributor relations or performance,
impact of possible adverse weather conditions, impact of reduction in grape
quality or supply due to disease, impact of governmental regulatory decisions,
and other risks detailed below as well as those discussed elsewhere in this
Form 10-QSB and from time to time in the Company's Securities and Exchange
Commission filings and reports.  In addition, such statements could be
affected by general industry and market conditions and growth rates, and
general domestic economic conditions.

Management's Discussion and Analysis of
Financial Condition and Results of Operations

For the first quarter of 2005, the company experienced its third consecutive
profitable first quarter, generally the weakest in the industry, and
historically the weakest for the Company.

The First Quarter 2005 net profit was lower than 2004 principally because of
unusually high margins experienced in the prior year period.  Gross margins in
2005 were in line with expectations at 46%, as compared to 52% in the prior
year period.

Total Sales increased 29% over the prior period and Gross Profit increased 13%
($129,029) over the prior year period.  This increase was exceeded, however,
by an increase in selling, general and administrative expenses of 29%
($202,658) over the prior year period.  As a consequence of the increase in
expenses, operating income declined as compared to the prior year period.

Increases in the expenses of the wholesale department, called Bacchus Fine
Wines' outpaced the increase in gross profit principally in sales labor
expense and shipping costs.  These costs are a result of additional delivery
capacity and the shipment of purchases of additional wine inventory for
resale, compared to the prior year period.  To a lesser degree, the Retail
Department's expenses increased over the gross profit as compared to the prior
year principally due to increased shipping costs.  The management has embarked
on a study of shipping related costs, other than higher fuel costs, which can
be reduced through changes in purchasing and logistics.  Management believes a
portion of these higher expenses, those relating to higher fixed wholesale
delivery costs can be spread over higher sales expected in the remainder of
the year.

The most significant development in the first quarter was a 40% increase in
depletions of WVV products by the Company's out-of-state distributors to their
retail customers.  This increase in depletions resulted in sales from the
winery to out-of-state distributors increasing 21% over the prior period, and
Management believes this will continue to lead to increased sales throughout
the year.  Management believes the focus on its core offerings of Pinot noir
and Pinot gris is the primary reason for this historically high increase
combined with an increased awareness of Pinot noir by the movie, "Sideways"
which began showing in the Fourth Quarter of 2004.

Increased sales of WVV produced products have reduced excess inventories and
Management is reviewing sales projections in order to plan appropriate
inventory production.  While there remains some inventory imbalances,
management may increase wine production of Pinot noir in 2005 which may spread
fixed production costs and improve the margins on future sales.

Management is reviewing a possible shortcoming in Oregon wholesale sales and
is taking steps to improve focus on WVV produced products.  Management believes
the focus on purchased wines for resale which produced higher than expected
results with an increase in revenues in the first quarter of 2005 of 130%
detracted from monitoring and maximizing sales activities on WVV produced
products.  Willamette Valley Vineyards produced wine increased in Oregon
wholesale sales by 5% in the first quarter, or approximately half of the
budgeted increase.

Retail revenues were flat due to lower sales by the Company's Key Customer
Sales Representatives (KCSRs).  Tasting Room sales increased 9% in the first
quarter of 2005 as compared to the prior year period.  The management has
filled the KCSR vacancies in April and expects improved financial performance.


RESULTS OF OPERATIONS

Revenue

Winery Operations
The Company's revenues from winery operations are summarized as follows:

                                         Three months ended March 31,
                                            2005                2004
                                        __________          __________
Tasting Room and Retail sales
 & Rental Income                       $   333,897         $   327,759
On-site and off-site festivals              46,001              49,969
In-state sales                           1,236,792             901,827
Out-of-state sales                         721,704             597,179
Custom crush /bulk wine /misc sales         90,440               9,015
                                        __________          __________
Gross Revenue                            2,428,834           1,885,749

Less Excise Taxes                           53,756              42,123
                                        __________          __________
Net Revenues                           $ 2,375,078         $ 1,843,626
                                        ==========          ==========

Tasting room and retail sales, and rental income for the three months ending
March 31, 2005 increased 2% compared to the prior year period. Tasting room
and retail sales increased during the first quarter of 2005 due primarily to
increased customer traffic flows and higher customer purchases in the tasting
room.

On-site and off-site festival sales for the first quarter of 2005 decreased 8%
compared to the prior year period. This decrease is due primarily to the
continuing focus away from on-site and off-site events, in favor of telephone,
mail order and retail sales.

Sales in the state of Oregon, through the Company's independent sales force
and through direct sales from the winery, increased 37% in the first quarter
of 2005 compared to the prior year period. Sales through the Company's
independent sales force alone for the first quarter of 2005 increased 39% to
$1,076,550 compared to $774,270 for the prior year period.  This increase is
largely the result of the broader product lines presented through the
development of Bacchus Fine Wines.

Out-of-state sales in the first quarter of 2005 increased 21% compared to the
prior year period as a result of increased promotional allowances offered to
distributors by the Company and higher depletions through the Company's
distributors during the first quarter of 2005.

Excise taxes

Excise taxes increased 25% in the first quarter of 2005 to $53,756 compared to
$43,123 for the prior year period due primarily to increased sales, thereby
increasing overall sales volumes and taxes calculated based on volume.


Gross Profit

Winery Operations

As a percentage of revenue, gross profit for winery operations decreased to
46% in the first quarter of 2005 as compared to 52% in the prior year period.
While the Company is continuing its focus on and improved distribution of
higher margin products as well as continuing to reduce grape and production
costs,  we anticipate the Company's increased representation of brands other
than its own through its Oregon sales force will further erode the gross
margins due to the lower margins associated with selling those brands.  While
the gross margin may erode due representation, the Company anticipates that
net incomes will not follow that trend.


Selling, General and Administrative Expense

Selling, general and administrative expenses increased 29% to $892,422 in the
first quarter of 2005 from $689,764 in the first quarter of 2004. As a
percentage of revenue from winery operations, selling, general and
administrative expenses increased to 38% in the first quarter of 2005 from
37% in the first quarter of 2004.  This increase is primarily due to higher
fixed wholesale delivery costs and increased shipping costs.


Interest Income, Other Income and Expense

Interest income decreased to $165 for the first quarter of 2005 compared to
$1,203 for the prior year period because of the decrease in notes receivable.
Interest expense decreased to $65,783 in the first quarter of 2005 compared
to $76,382 in the prior year period primarily due to less debt outstanding
during the period.

The Company's other income is summarized as follows:

                                         Three months ended March 31,
                                            2005                2004
                                        __________          __________
Farm Credit interest rebate            $    17,336         $    14,504
Miscellaneous rebates                           -                  302
                                        __________          __________
Other income                                17,336              14,538


Income Taxes

Incomes tax expense was $59,173 for the first quarter of 2005 compared to
$83,681 for the prior year period due to the Company's net profit for the
first three months in 2005.  The Company's estimated tax rate for the first
quarter of 2005 and 2004 was 40 percent.

Liquidity and Capital Resources

At March 31, 2005, the Company had a working capital balance of $6.5 million
and a current ratio of 3.03:1.  At December 31, 2004, the Company had a
working capital balance of $6.4 million and a current ratio of 2.87:1.  The
Company had a cash balance of $913,191 at March 31, 2005 compared to a cash
balance of $851,492 at December 31, 2004.

Total cash provided by operating activities in the first quarter of 2005 was
$131,637 compared to $143,186 in the prior year period, primarily as a
decrease in net income and higher depreciation in the first quarter of 2005
compared to the prior year period.  Cash provided by operating activities in
the first quarter of 2005 consisted of net income of $88,759 plus depreciation
of $139,197 less changes in assets and liabilities and other non-cash charges
of $96,319.  Cash provided by operating activities in the first quarter of
2004 consisted of net income of $125,521 plus depreciation of $166,667 less
changes in assets and liabilities and other non-cash charges of $149,002.

Total cash used in investing activities in the first quarter of 2005 was
$29,294 compared to $118,207 in the prior year period.  Cash used in investing
activities consisted of property and equipment additions and vineyard
development costs.

Total cash used in financing activities in the first quarter of 2005 was
$40,644 compared to $57,924 in the prior year period.  Cash used in financing
activities primarily consisted of payments on the long term debt and additions
to the line of credit.

At March 31, 2005, the line of credit balance was $1,265,059, on maximum
borrowing of $2,000,000.  The Company has a loan agreement with Umpqua Bank
that contains, among other things, certain restrictive financial covenants
with respect to total equity, debt-to-equity and debt coverage, that must be
maintained by the Company on a quarterly basis.  As of March 31, 2005, the
Company was in compliance with all of the financial covenants.

As of March 31, 2005, the Company had a total long-term debt balance of
$2,521,114 owed primarily to Farm Credit Services. This debt was used to
finance the Hospitality Center, invest in winery equipment to increase the
Company's winemaking capacity, complete the storage facility, and purchase
Tualatin Vineyards.

At March 31, 2005, the Company owed $466,668 on grape contracts.  This amount
is primarily owed to a single grape grower, which will be paid as the wine
made from those grapes is sold.

The Company believes that cash flow from operations and funds available under
its existing credit facilities will be sufficient to meet the Company's
foreseeable short and long term needs.

Critical Accounting Policies:

The foregoing discussion and analysis of our financial condition and results
of operations are based upon our financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America.  The preparation of these financial statements
requires Management to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenues and expenses, and related disclosure
of contingent assets and liabilities.  On an on-going basis, we evaluate our
estimates, including those related to revenue recognition, collection of
accounts receivable, valuation of inventories, and amortization of vineyard
development costs. We base our estimates on historical experience and on
various other assumptions that are believed to be reasonable under the
circumstances.  Actual results may differ from these estimates under different
assumptions or conditions.  A description of our critical accounting policies
and related judgments and estimates that affect the preparation of our
financial statements is set forth in our Annual Report on Form 10-KSB for the
year ended December 31, 2004.


ITEM 3
Controls and Procedures

a) We carried out an evaluation, under the supervision and with the
participation of the Chief Executive Officer, Chief Financial Officer and
other management personnel, of the effectiveness of our disclosure controls
and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities
and Exchange Act of 1934 as of March 31, 2005.  Based on that evaluation, the
Chief Executive Officer and Chief Financial Officer initially concluded that
our disclosure controls and procedures as of March 31, 2005 were effective to
ensure that information required to be disclosed by the Company in the reports
it files or submits under the Securities and Exchange Act of 1934 is recorded,
processed, summarized, and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms.

The Company does not expect that its disclosure controls and procedures will
prevent all error and all fraud. A control procedure, no matter how well
conceived and operated, can provide only reasonable, not absolute, assurance
that the objectives of the control procedure are met. Because of the inherent
limitations in all control procedures, no evaluation of controls can provide
absolute assurance that all control issues and instances of fraud, if any,
within the Company have been detected. These inherent limitations include the
realities that judgments in decision-making can be faulty, and that breakdowns
can occur because of simple error or mistake. Additionally, controls can be
circumvented by the individual acts of some persons, by collusion of two or
more people, or by management override of the control. The Company considered
these limitations during the development of it disclosure controls and
procedures, and will continually reevaluate them to ensure they provide
reasonable assurance that such controls and procedures are effective.

b) There were no changes in the Company's internal control procedures over
financial reporting that occurred during the period ended March 31, 2005 that
have materially affected, or are reasonably likely to materially affect, our
internal controls over financial reporting, except as noted above.


PART II.               OTHER INFORMATION


Item 1
               Exhibits

The exhibits filed herewith are listed in the Exhibit Index following the
signature page of this report.


ITEM 5
Other Information

Non-Audit Fees:

The Audit Committee of the Board Of Directors has approved the following
non-audit services, which are being performed by Moss Adams, our independent
accountants, during the calendar year ending December 31, 2005:

     - Income tax advisory services related to: income tax returns


SIGNATURES


Pursuant to the requirements of the Security Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                 WILLAMETTE VALLEY VINEYARDS, INC.




Date: May 13, 2005     By /s/ James W. Bernau
                                  James W. Bernau
                                  President


Date: May 13, 2005     By /s/ Sean M. Cary
                                  Sean M. Cary
                                  Controller



EXHIBIT INDEX

Exhibit

31.1 Certification by James W. Bernau pursuant to Rule 13a-14(a) of the
Securities Exchange Act of 1934

31.2 Certification by Sean M. Cary pursuant to Rule 13a-14(a) of the
Securities Exchange Act of 1934

32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>2
<FILENAME>wvvex311.txt
<TEXT>
Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO RULE 13a-14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934

I, James W. Bernau, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Willamette Valley
Vineyards, Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4. The small business issuer's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the
small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure
controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal
control over financial reporting that occurred during the small business
issuer's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the small business issuer's internal
control over financial reporting; and

5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the small business issuer's ability to record,
process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the small business issuer's internal
control over financial reporting.

Date: May 13, 2005
/s/ James W. Bernau
    James W. Bernau,
    Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>3
<FILENAME>wvvex312.txt
<TEXT>
Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13a-14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934

I, Sean M. Cary, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Willamette Valley
Vineyards, Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;

4. The small business issuer's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the
small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that
material information relating to the small business issuer, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure
controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal
control over financial reporting that occurred during the small business
issuer's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the small business issuer's internal
control over financial reporting; and

5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the small business issuer's ability to record,
process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the small business issuer's internal
control over financial reporting.

Date: May 13, 2005
/s/ Sean M. Cary
    Sean M. Cary
    Chief Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>4
<FILENAME>wvvex321.txt
<TEXT>
Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, James W. Bernau, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly
Report of Willamette Valley Vineyards Inc. on Form 10-QSB for the quarterly
period ended March 31, 2005 fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and that information
contained in such 10-QSB fairly presents in all material respects the
financial condition and results of operations of Willamette Valley Vineyards
Inc.

Date: May 13, 2005
By:	 /s/ James W. Bernau
Name: James W. Bernau
Title:   Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>5
<FILENAME>wvvex322.txt
<TEXT>
Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Sean M. Cary, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly
Report of Willamette Valley Vineyards Inc. on Form 10-QSB for the quarterly
period ended March 31, 2005 fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and that information
contained in such 10-QSB fairly presents in all material respects the
financial condition and results of operations of Willamette Valley Vineyards
Inc.

Date: May 13, 2005
By:    /s/ Sean M. Cary
Name: Sean M. Cary
Title:   Chief Financial Officer

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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