Edgar Filing: Frazier Laura

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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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Frazier Laura

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)
10/19/2012

(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)
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								207,313 ⁽⁴⁾	D
Class A Common								354 ⁽⁵⁾	I	Cordt Huneke Trust
Class A Common								354 ⁽⁵⁾	I	Chase Huneke Trust
Class A Common								354 ⁽⁵⁾	I	Brooke Huneke Trust
Class A Common								354 ⁽⁵⁾	I	Kelli Huneke Trust
Class A Common								5,922 ⁽⁶⁾	I	Brooke Huneke UTMA
Class A Common								5,922 ⁽⁶⁾	I	Kelli Huneke UTMA
Class A Common								4,860 ⁽⁷⁾	I	Annsley Frazier Thorton Trust
Class A Common	01/03/2012		G⁽¹⁾		39,368	D	⁽¹⁾	8,480,822 ⁽⁸⁾	I	Avish Agincourt, LLC
Class A Common	04/02/2012		G⁽¹⁾		36,987	D	⁽¹⁾	8,480,882	I	Avish Agincourt, LLC
Class A Common	07/02/2012		G⁽¹⁾	V	32,154	D	⁽¹⁾	8,480,882	I	Avish Agincourt, LLC
Class A Common	10/19/2012		J⁽²⁾		590,039	A	⁽²⁾	8,480,882	I	Avish Agincourt, LLC
Class B Common								223,213 ⁽⁹⁾	D
Class B Common								1,290 ⁽¹⁰⁾	I	Cordt Huneke Trust
Class B Common								1,702 ⁽¹¹⁾	I	Chase Huneke Trust
Class B Common								1,702 ⁽¹¹⁾	I	Brooke Huneke Trust
Class B Common								1,702 ⁽¹¹⁾	I	Kelli Huneke Trust
Class B Common								5,155 ⁽¹²⁾	I	Brooke Huneke UTMA
Class B Common								5,065 ⁽¹³⁾	I	Kelli Huneke UTMA
Class B Common	01/03/2012		G⁽¹⁾		25,000	D	⁽¹⁾	5,385,486 ⁽¹⁴⁾	I	Avish Agincourt, LLC
Class B Common	04/02/2012		G⁽¹⁾		23,487	D	⁽¹⁾	5,385,486	I	Avish Agincourt, LLC
Class B Common	07/02/2012		G⁽¹⁾	V	20,418	D	⁽¹⁾	5,385,486	I	Avish Agincourt, LLC
Class B Common	10/19/2012		J⁽²⁾		374,684	A	⁽²⁾	5,385,486	I	Avish Agincourt, LLC
Class B Common	08/16/2012		W⁽³⁾	V	1,093,749	A	$ 0	1,093,749	I	OBF Revocable Trust
Class B Common	10/19/2012		S⁽²⁾		534,545	D	$ 67.11	559,204	I	OBF Revocable Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Frazier Laura 850 DIXIE HIGHWAY LOUISVILLE, KY 40210		X

Signatures

Diane Barhorst, Attorney in Fact for Laura Frazier		10/23/2012
^**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)	Represents three transfers of units of Avish Agincourt LLC from a trust of which the reporting person is trustee to a revocable trust, in satisfaction of a private annuity arrangement analogous to a grantor retained annuity trust.
(2)	Represents private transaction involving the exchange of Class B shares in consideration of the acquisition by a revocable trust of additional limited partnership units in a charitable limited partnership, which holds Avish Agincourt LLC units and is controlled by the reporting person. The reporting person disclaims beneficial ownership of all entities except to the extent of her pecuniary interest therein.
(3)	On August 16, 2012, the reporting person became trustee of this trust.
(4)	On August 10, 2012, the Class A and Class B common stock of Brown-Forman Corporation split 3-2, resulting in the reporting person's acquisition of additional 69,104 shares of Class A common stock.
(5)	Includes 118 additional Class A shares of common stock issued in the August stock split.
(6)	Includes 1,974 additional Class A shares of common stock issued in the August stock split.
(7)	Includes 1,620 additional Class A shares of common stock issued in the August stock split.
(8)	Includes 2,826,960 additional Class A shares of common stock issued in the August stock split.
(9)	Includes 74,404 additional Class B shares of common stock issued in the August stock split.
(10)	Includes 430 additional Class B shares of common stock issued in the August stock split.
(11)	Includes 567 additional Class B shares of common stock issued in the August stock split.
(12)	Includes 1,718 additional Class B shares of common stock issued in the August stock split.
(13)	Includes 1,688 additional Class B shares of common stock issued in the August stock split.
(14)	Total has been updatedto reflect the redemption of another member's interest in Avish Agincourt, LLC which redemption did not affect the reporting person's pecuniary interest, and also 1,795,162 shares received in the August 2012 stock split.

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