Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Brown J McCauley
  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)
(Last)
(First)
(Middle)
850 DIXIE HIGHWAY
3. Date of Earliest Transaction (Month/Day/Year)
07/13/2012
(Street)

LOUISVILLE, KY 40210
4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Class A Common               17,854 D  
Class A Common               548,926 I By Brown Ventures, LLC
Class A Common               28,000 I By MAE LLC
Class A Common               231,933 I By GRAT
Class A Common               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 07/13/2012   M   1,375 A $ 35.83 46,385 D  
Class B Common 07/13/2012   F   810 D $ 95.67 45,575 D  
Class B Common 07/13/2012   M   1,189 A $ 45.53 46,764 D  
Class B Common 07/13/2012   F   780 D $ 95.67 45,984 D  
Class B Common 07/13/2012   M   2,564 A $ 55.69 48,548 D  
Class B Common 07/13/2012   F   1,860 D $ 95.67 46,688 D  
Class B Common 07/13/2012   M   2,936 A $ 53.8 49,624 D  
Class B Common 07/13/2012   F   2,091 D $ 95.67 47,533 D  
Class B Common 07/13/2012   M   2,696 A $ 56.58 50,229 D  
Class B Common 07/13/2012   F   1,972 D $ 95.67 48,257 D  
Class B Common 07/13/2012   S   3,247 D $ 96.558 (1) 45,010 D  
Class B Common               137,231 I By Brown Ventures, LLC
Class B Common               3,775.696 (2) I BF 401(k) Plan
Class B Common               393 I By Children
Class B Common               7,543 I By Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 35.83 07/13/2012   M     1,375 05/01/2007 04/30/2014 Class B Common 1,375 $ 0 0 D  
Stock Appreciation Right $ 45.53 07/13/2012   M     1,189 05/01/2008 04/30/2015 Class B Common 1,189 $ 0 0 D  
Stock Appreciation Right $ 55.69 07/13/2012   M     2,564 05/01/2009 04/30/2016 Class B Common 2,564 $ 0 0 D  
Stock Appreciation Right $ 53.8 07/13/2012   M     2,936 05/01/2010 04/30/2017 Class B Common 2,936 $ 0 0 D  
Stock Appreciation Right $ 56.58 07/13/2012   M     2,696 05/01/2011 04/30/2018 Class B Common 2,696 $ 0 0 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  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Brown J McCauley
850 DIXIE HIGHWAY
LOUISVILLE, KY 40210
    X    

Signatures

 Diane M. Barhorst, Atty. in Fact for J. McCauley Brown   08/24/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $96.37 to $96.75 , inclusive. The reporting person undertakes to provide to Brown-Forman Corporation, any security holder of Brown-Forman Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (1) to this Form 4.
(2) Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of July 26, 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.

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