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):     November 28, 2007 (November 28, 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 7.01.  Regulation FD Disclosure

On November 28, 2007,  Brown-Forman  Corporation (the "Company")  issued a press
release  announcing that its Board of Directors has authorized the repurchase of
up to $200 million of the Company's outstanding Class A and Class B common stock
over the next twelve months, subject to market conditions.  Under this plan, the
Company  can  repurchase  shares  from  time to  time  for  cash in open  market
purchases,  block  transactions,   and  privately  negotiated  transactions,  in
accordance  with  applicable  federal  securities  laws.  This share  repurchase
program may be modified, suspended, terminated or extended by the Company at any
time without prior notice.

The information  contained in this Current Report on Form 8-K is being furnished
and shall not be deemed "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended.


Item 9.01.  Financial Statements and Exhibits

 (d)      The following Exhibit is furnished as part of this Current Report on
          Form 8-K.

          99.1  Brown-Forman Corporation Press Release dated November 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:   November 28, 2007                  By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and Assistant
                                                 Corporate Secretary




                                                                 Exhibit 99.1

FOR IMMEDIATE RELEASE

BROWN-FORMAN ANNOUNCES $200 MILLION SHARE REPURCHASE PLAN


Louisville,  KY, November 28, 2007 - Brown-Forman Corporation announced that its
Board of  Directors  has  authorized  the  repurchase  of up to $200  million of
outstanding Class A and Class B common stock over the next 12 months, subject to
market conditions.  Under this plan, the company can repurchase shares from time
to time for cash in open market  purchases,  block  transactions,  and privately
negotiated  transactions in accordance with applicable  federal securities laws.
This  share  repurchase  program  may be  modified,  suspended,  terminated,  or
extended by the company at any time without prior notice.

According  to Paul  Varga,  chief  executive  officer,  "Our Board of  Directors
authorized  this action based on our company's  strong balance sheet,  excellent
cash flows, and our commitment to creating value for our shareholders."

The company  plans to discuss  this and its second  quarter  results  during its
previously announced conference call scheduled for 10:00 a.m. (EDT) tomorrow.

Brown-Forman  Corporation is a diversified producer and marketer of fine quality
beverage alcohol brands,  including Jack Daniel's,  Southern Comfort,  Finlandia
Vodka,  Tequila Herradura,  el Jimador Tequila,  Canadian Mist, Fetzer and Bolla
wines, and Korbel California Champagnes.



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 about half of our profits, including higher energy prices,
   declining home prices, deterioration of the sub-prime lending market, or
   other factors;
 - lower consumer confidence or purchasing related to changes in economic
   conditions, major natural disasters, terrorist attacks or widespread outbreak
   of infectious diseases;
 - 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 in international
   markets;
 - 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;
 - fluctuations in the U.S. dollar against foreign currencies, especially the
   British Pound, Euro, Australian Dollar, and the South African Rand;
 - reduced bar, restaurant, hotel and travel business, including travel retail;
 - 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;
 - adverse impact on performance and reported results as a consequence of
   integrating acquisitions and ensuring their conformance to the company's
   trade practice standards, financial controls environment and U.S. public
   company requirements;
 - price increases in energy or raw materials, including grapes, grain, agave,
   wood, glass, and plastic;
 - changes in climate conditions and agricultural uncertainties that adversely
   affect the supply of grapes, agave, grain and wood;
 - termination of our rights to distribute and market agency brands in our
   portfolio;
 - press articles or other public media related to our company, brands,
   personnel, operations, business performance or prospects;
 - counterfeit production of our products and any resulting negative effect on
   our intellectual property rights or brand equity; and
 - adverse developments as a result of state or federal investigations of
   beverage alcohol industry trade practices of suppliers, distributors and
   retailers.