UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 8-K

                                 Current Report
     Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of
earliest event reported):     March 28, 2007 (March 22, 2007)

                            Brown-Forman Corporation
             (Exact name of registrant as specified in its charter)

   Delaware                  002-26821            61-0143150
(State or other            (Commission         (I.R.S. Employer
 jurisdiction of            File Number)       Identification No.)
 incorporation)

 850 Dixie Highway, Louisville, Kentucky           40210
(Address of principal executive offices)         (Zip Code)

Registrant's telephone number, including area code (502) 585-1100


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2.):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))



Item 5.02.  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 22, 2007,  Michael B.  Crutcher,  Vice  Chairman,  General  Counsel and
Corporate  Secretary of Brown-Forman  Corporation (the "Company"),  notified the
Company's  Board of Directors that he will retire  effective  August 31, 2007. A
press release issued by the Company in connection with Mr. Crutcher's retirement
notice is attached hereto as Exhibit 99.1 and incorporated by reference herein.


Item 9.01.  Financial Statements and Exhibits.

 (a)      Not applicable.
 (b)      Not applicable.
 (c)      Not applicable.
 (d)      Exhibits.
          99.1     Press Release, dated March 28, 2007



                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                       Brown-Forman Corporation
                                            (Registrant)


Date:   March 28, 2007                     By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and Assistant
                                                 Corporate Secretary


Exhibit Index

99.1  Press Release, dated March 28, 2007, issued by Brown-Forman Corporation.



                                                                   Exhibit 99.1

FOR IMMEDIATE RELEASE

BROWN-FORMAN GENERAL COUNSEL TO RETIRE

Louisville,  KY,  March 28,  2007 -  Brown-Forman  Corporation  Chief  Executive
Officer Paul Varga announced today that Michael B. Crutcher,  the company's vice
chairman,  general counsel and secretary, is retiring effective August 31, 2007.
Crutcher,  who joined  Brown-Forman  as general  counsel and secretary in May of
1989, is responsible for the company's legal and government relations functions,
including the expanded  regulatory demands created by the Sarbanes-Oxley Act and
the New York Stock  Exchange,  and he serves as secretary to the company's board
of directors and the board's executive and audit committees.  He has also been a
long-serving  member of the  company's  executive  and  strategy  committees  of
management.

"Michael Crutcher has done an extraordinary job in serving Brown-Forman over the
last 18 years.  He  recruited,  built  and led our team of legal and  government
relations  professionals who have all been critical to Brown-Forman's  success,"
said  Varga.  Company  Chairman  Owsley  Brown II  added,  "Michael  has been an
outstanding leader in the industry, serving as chairman of the Distilled Spirits
Council of the U.S.,  the Centre for  Information on Beverage  Alcohol,  and the
International  Center on Alcohol  Policies,  all of which  address  vital social
responsibility  issues and other concerns important to our company and industry.
But  most  of  all,  Michael  has  been  an  excellent  advisor  to all of us at
Brown-Forman."

Prior to joining Brown-Forman,  Crutcher spent 20 years in private law practice,
and he was a senior partner in the Seattle law firm now known as K & L Gates. He
is a graduate  of Yale  College,  magna cum laude,  and the  Harvard Law School.
Crutcher  said:  "I am  extremely  pleased  to have been  part of the  wonderful
community of men and women that makes Brown-Forman such a special place. While I
will miss my many friends at  Brown-Forman  and elsewhere in the industry,  I am
looking  forward to devoting  more time to  creative  activities  and  community
service, my family and pursuit of the wily trout."

Brown-Forman  will  initiate an external  search to find a successor to Crutcher
and hopes to name that person prior to his retirement at the end of August.

Brown-Forman  Corporation is a diversified producer and marketer of fine quality
consumer products,  including Jack Daniel's,  Southern Comfort, Finlandia Vodka,
Tequila  Herradura,  el Jimador Tequila,  Canadian Mist, Fetzer and Bolla Wines,
Korbel California Champagnes, and Hartmann Luggage.



Important Note on Forward-Looking Statements:
This release  contains  statements,  estimates,  or projections  that constitute
"forward-looking  statements"  as defined under U.S.  federal  securities  laws.
Generally,   the  words  "expect,"  "believe,"  "intend,"   "estimate,"  "will,"
"anticipate," and "project," and similar expressions  identify a forward-looking
statement,  which speaks only as of the date the  statement  is made.  Except as
required  by law,  we do not  intend to update  or  revise  any  forward-looking
statements, whether as a result of new information, future events, or otherwise.
We  believe  that  the   expectations   and  assumptions  with  respect  to  our
forward-looking statements are reasonable. But by their nature,  forward-looking
statements involve known and unknown risks, uncertainties and other factors that
in some  cases are out of our  control.  These  factors  could  cause our actual
results to differ materially from  Brown-Forman's  historical  experience or our
present expectations or projections.  Here is a non-exclusive list of such risks
and uncertainties:

 - changes in general economic conditions, particularly in the United States
   where we earn a significant portion of our profits;
 - lower consumer confidence or purchasing in the wake of catastrophic events;
 - tax increases, whether at the federal or state level or in major
   international markets and/or tariff barriers or other restrictions affecting
   beverage alcohol;
 - limitations and restrictions on distribution of products and alcohol
   marketing, including advertising and promotion, as a result of stricter
   governmental policies adopted either in the United States or globally;
 - adverse developments in the class action lawsuits filed against Brown-Forman
   and other spirits, beer and wine manufacturers alleging that our industry
   conspired to promote the consumption of alcohol by those under the legal
   drinking age;
 - a strengthening U.S. dollar against foreign currencies, especially the
   British Pound, Euro, Australian Dollar, and the Mexican Peso;
 - reduced bar, restaurant, hotel and travel business, including travel retail,
   in the wake of terrorist attacks;
 - lower consumer confidence or purchasing associated with high energy prices;
 - longer-term, a change in consumer preferences, social trends or cultural
   trends that results in the reduced consumption of our premium spirits brands;
 - changes in distribution arrangements in major markets that limit our ability
   to market or sell our products;
 - increases in the price of energy or raw materials, including grapes, grain,
   wood, glass, plastic, and agave;
 - excess wine inventories or a world-wide oversupply of grapes;
 - termination of our rights to distribute and market agency brands included in
   our portfolio;
 - counterfeit production of our products could adversely affect our
   intellectual property rights, brand equity and operating results;
 - adverse developments as a result of state investigations of beverage alcohol
   industry trade practices of suppliers, distributors and retailers.