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 *
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)
07/29/2008
(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               138,209 D  
Class A Common               236 I Cordt Huneke Trust
Class A Common               236 I Chase Huneke Trust
Class A Common               236 I Brooke Huneke Trust
Class A Common               236 I Kelli Huneke Trust
Class A Common               3,948 I Brooke Huneke UTMA
Class A Common               3,948 I Kelli Huneke UTMA
Class A Common 07/29/2008   J(1)   90 A (2) 10,313 I Avish Agincourt, LLC
Class B Common               91,406 D  
Class B Common               641 I Cordt Huneke Trust
Class B Common               861 I Chase Huneke Trust
Class B Common               861 I Brooke Huneke Trust
Class B Common               861 I Kelli Huneke Trust
Class B Common               1,960 I Brooke Huneke UTMA
Class B Common               1,912 I Kelli Huneke UTMA

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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

Reporting Owners

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

Signatures

 Holli H. Lewis, Attorney in Fact for Laura Frazier   07/31/2008
**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) On July 29, 2008, one of the members of the Avish Agincourt, LLC (the "LLC") exchanged certain directly held Class A shares for an economically equivalent number of Class B shares indirectly held by the LLC. The effect upon the reporting person's beneficial ownership of BFA and BFB shares held by the LLC is reported herein.
(2) BFA and BFB closing prices as of July 28, 2008 were used to determine approximate economic equivalency. For BFA, $70.61; for BFB, $70.39.

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