Sec Form 4 Filing - Brown J McCauley @ BROWN FORMAN CORP - 2012-07-13

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 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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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 (MM/DD/YY) 07/13/2012 (Street) LOUISVILLE, KY40210 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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, KY40210 X Signatures Diane M. Barhorst, Atty. in Fact for J. McCauley Brown 08/24/2012 Signature of Reporting Person Date

Explanation of Responses:

( 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.

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).

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