-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MYDNBz9et/1dNXtrUyl4ReVgz265SlBxy8SDQEjmKqC2sw2lRqOBmweJo+k7tiAL 4ina0RowfXsKa0FBxoXhWw== 0000950144-04-001137.txt : 20040212 0000950144-04-001137.hdr.sgml : 20040212 20040212133934 ACCESSION NUMBER: 0000950144-04-001137 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BROWN FORMAN CORP CENTRAL INDEX KEY: 0000014693 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 610143150 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-14029 FILM NUMBER: 04589769 BUSINESS ADDRESS: STREET 1: 850 DIXIE HWY CITY: LOUISVILLE STATE: KY ZIP: 40210 BUSINESS PHONE: 5025851100 MAIL ADDRESS: STREET 1: P O BOX 1080 CITY: LOUISVILLE STATE: KY ZIP: 40201 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN INC DATE OF NAME CHANGE: 19870816 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERS CORP DATE OF NAME CHANGE: 19840807 FORMER COMPANY: FORMER CONFORMED NAME: BROWN FORMAN DISTILLERY CO DATE OF NAME CHANGE: 19670730 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BROWN FRAZIER OWSLEY CENTRAL INDEX KEY: 0001156385 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 4938 BROWNSBORO RD STREET 2: STE 200 CITY: LOUISVILLE STATE: KY ZIP: 40222 MAIL ADDRESS: STREET 1: 4938 BROWNSBORO RD STREET 2: STE 200 CITY: LOUISVILLE STATE: KY ZIP: 40222 SC 13D/A 1 g87102obsc13dza.htm BROWN-FORMAN CORP.-FORM SC 13D/A OWSLEY B. FRAZIER sc13dza
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 5)*

BROWN-FORMAN CORPORATION


(Name of Issuer)

Class A Common Stock


(Title of Class of Securities)

115637-10-0


(Cusip Number)

Thomas E. Rutledge
Ogden Newell & Welch PLLC
1700 PNC Plaza
500 West Jefferson Street
Louisville, Kentucky 40202
(502) 582-1601


(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

January 1, 2004


(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

             
CUSIP No. 115637-10-0

  1. Name of Reporting Person:
Owsley Brown Frazier
I.R.S. Identification Nos. of above persons (entities only):
(###-##-####)

  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  

  3. SEC Use Only:

  4. Source of Funds (See Instructions):
N/A

  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o

  6. Citizenship or Place of Organization:
United States of America

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
580,225

8. Shared Voting Power:
11,720,978

9. Sole Dispositive Power:
580,225

10.Shared Dispositive Power:
11,720,978

  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
12,301,203

  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o

  13.Percent of Class Represented by Amount in Row (11):
43.28%

  14.Type of Reporting Person (See Instructions):
IN

2


 

Item 1. Security and Issuer.

Brown-Forman Corporation
Class A Common Stock
850 Dixie Highway
Louisville, Kentucky 40210

Item 2. Identity and Background.

             
    a)   Name:   Owsley Brown Frazier
             
    b)   Principal Business address:   Frazier Historical Arms Museum
            829 W. Main Street
            Louisville, Kentucky 40202
         
    c)   Former Vice Chairman of the issuer, Brown-Forman Corporation.
         
    d)   Criminal Convictions: No criminal convictions in the last five years (excluding traffic violations or similar misdemeanors).
         
    e)   Securities Proceedings: No judgments, decrees or final orders enjoining further violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violations with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration.

     Please see description of share exchange transaction set forth under Item 4 below.

Item 4. Purpose of Transaction.

     This filing is made on a voluntary basis to bring the undersigned’s disclosure of beneficial ownership current as of January 1, 2004.

3


 

Item 5. Interest in Securities of the Issuer.

     The amount of shares beneficially owned by the undersigned as of January 1, 2004, is as follows:

                         
            Aggregate   Percent
            Number   of Class
           
 
    (a)   Beneficially Owned     12,301,203       43.28 %
                         
    (b)   Sole Voting Power     580,225          
        Shared Voting Power     11,720,978          
        Sole Disposition Power     580,225          
        Shared Disposition Power     11,720,978          
         
    (c)   The undersigned has had no transactions in Class A common stock (the only class of voting securities of Brown-Forman Corporation) within the sixty days prior to this filing.
         
    (d)   The undersigned, as a member of the Advisory Committee to certain trusts, with two other Advisory Committee members, shares voting and disposal powers over shares of Brown-Forman Corporation Class A common stock. Those other advisors are W.L. Lyons Brown, Jr., Hilliard-Lyons Center, 501 Fourth Avenue, Louisville, Kentucky 40202, former Chairman of the Board and Chief Executive Officer of Brown-Forman Corporation, currently United States Ambassador to Austria, and Dace B. Stubbs, 135 Sago Palm Road, Vero Beach, Florida 32963, private investor and director of Brown-Forman Corporation. Other persons have the right to receive income from the trust holding Brown-Forman Corporation Class A common stock, as to which stock the undersigned has shared voting power. The following person is sole income beneficiary of one of these trusts which holds more than 5% of the outstanding shares of such Class A common stock: Sarah S. Brown.
         
    (e)   Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

     None.

4


 

Signature

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
Date: February 12, 2004    
 
   
 
/s/ Owsley Brown Frazier

Owsley Brown Frazier
   

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