SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Brown J McCauley

(Last)

(First)

(Middle)

850 DIXIE HIGHWAY

(Street)

LOUISVILLE

40210

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common								17,854⁽¹⁾	D
Class A Common								548,926	I	By Brown Ventures, LLC
Class A Common								28,000	I	By MAE LLC
Class A Common	01/06/2012		G		10,756	D	$0	231,933⁽¹⁾	I	By GRAT
Class A Common	01/06/2012		G		10,756	A	$0	32,081	I	By JMB Irrev Trust
Class A Common								2,584.692	I	By children
Class A Common								30,172	I	By Spouse
Class B Common								45,010	D
Class B Common								137,231	I	By Brown Ventures, LLC
Class B Common								3,762.18⁽²⁾	I	BF 401(k) Plan
Class B Common								393	I	By Children
Class B Common								7,543	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$35.83							05/01/2007	04/30/2014	Class B Common	1,375		1,375	D
Stock Appreciation Right	$45.53							05/01/2008	04/30/2015	Class B Common	1,189		1,189	D
Stock Appreciation Right	$55.69							05/01/2009	04/30/2016	Class B Common	2,564		2,564	D
Stock Appreciation Right	$53.8							05/01/2010	04/30/2017	Class B Common	2,936		2,936	D
Stock Appreciation Right	$56.58							05/01/2011	04/30/2018	Class B Common	2,696		2,696	D
Restricted Stock Unit	⁽³⁾							⁽⁴⁾	⁽⁴⁾	Class B Common	817		817	D
Restricted Stock Uniit	⁽³⁾							⁽⁵⁾	⁽⁵⁾	Class B Common	575		575	D
Restricted Stock Unit	⁽³⁾							⁽⁶⁾	⁽⁶⁾	Class B Common	488		488	D

Explanation of Responses:

1. Adjusted to reflect shares transferred between reporting person's direct holdings and GRATs of which the reporting person is trustee and sole annuitant.

2. Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of April 24, 2012.

3. Each Restricted Stock Unit represents a contingent right to receive one share of Brown-Forman Class B common stock.

4. The Restricted Stock Units were granted July 23, 2009, and vest April 30, 2013.

5. The Restricted Stock Units were granted on July 22, 2010, and vest April 30, 2014.

6. The Restricted Stock Units were granted on July 28, 2011, and vest April 30, 2015.

Remarks:

	Diane M. Barhorst, Atty. in Fact for J. McCauley Brown	02/23/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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