Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 Owsley III
2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2012
3. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [BFA, BFB]
(Last)
(First)
(Middle)
850 DIXIE HIGHWAY
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LOUISVILLE, KY 40210
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common 34,775
D
 
Class A Common 12
I
Eleanor Lee Trusts
Class A Common 211,224.75
I
Hebe Limited Partnership
Class A Common 8,709
I
Woodford Partners California, LLC
Class A Common 32,838
I
Longview Charitable LP
Class A Common 5,725
I
Driftwood Holdings Three, LLC
Class A Common 1,830
I
Trust fbo child
Class A Common 1,667
I
Trust fbo Victoire Brown
Class A Common 6,647
I
Trust fbo child
Class A Common 6,775
I
Trust fbo child
Class A Common 13,626
I
Trust fbo Owsley Brown III
Class A Common 2,220,077
I
Olympus Three LLC
Class B Common 45,680
D
 
Class B Common 375
I
c/f child
Class B Common 375
I
c/f child
Class B Common 1,320
I
Owsley Brown II IRA
Class B Common 26,298
I
CLB Grandchildren Eq. Tr
Class B Common 8,597
I
Eleanor Lee Trusts
Class B Common 1,071,847.5
I
Hebe Limited Partnership
Class B Common 12,800
I
Longview Charitable LP
Class B Common 1,498
I
Driftwood Holdings Three, LLC
Class B Common 78
I
Trust fbo child
Class B Common 237
I
Trust fbo Victoire Brown
Class B Common 1,283
I
Trust fbo child
Class B Common 1,315
I
Trust fbo child
Class B Common 3,406
I
Trust fbo Owsley Brown III
Class B Common 4,368,864
I
Olympus Three, LLC

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

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

Signatures

Diane M. Barhorst, Atty in Fact for Owsley Brown III 05/09/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
 
Remarks:
The reporting person disclaims beneficial ownership of indirectly held shares except to the extent of his pecuniary interest therein.

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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