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)
07/28/2011
(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               89,868 D  
Class A Common               548,926 I By Brown Ventures, LLC
Class A Common               28,000 I By MAE LLC
Class A Common               170,675 I By GRAT
Class A Common               21,325 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               45,010 D  
Class B Common               3,713.504 (1) I BF 401(k) Plan
Class B Common               137,231 (5) I By Brown Ventures, LLC
Class B Common               393 I By Children
Class B Common               7,543 I By Spouse

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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) (7) $ 35.83 (8)             05/01/2007 04/30/2014 Class B Common 1,375 (8)   1,375 (8) D  
Stock Appreciation Right (7) $ 45.53 (9)             05/01/2008 04/30/2015 Class B Common 1,189 (9)   1,189 (9) D  
Stock Appreciation Right (7) $ 55.69 (10)             05/01/2009 04/30/2016 Class B Common 2,564 (10)   2,564 (10) D  
Stock Appreciation Right (7) $ 53.8 (11)             05/01/2010 04/30/2017 Class B Common 2,936 (11)   2,936 (11) D  
Stock Appreciation Right (7) $ 56.58 (12)             05/01/2011 04/30/2018 Class B Common 2,696 (12)   2,696 (12) D  
Restricted Stock Unit (7) (2)               (3)   (3) Class B Common 817 (13)   817 (13) D  
Restricted Stock Uniit (7) (2)               (4)   (4) Class B Common 575 (14)   575 (14) D  
Restricted Stock Unit (2) 07/28/2011   A   488     (6)   (6) Class B Common 488 $ 0 488 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   08/01/2011
**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) Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of July 28, 2011
(2) Each Restricted Stock Unit represents a contingent right to receive one share of Brown-Forman Class B common stock.
(3) The Restricted Stock Units were granted July 23, 2009, and vest April 30, 2013.
(4) The Restricted Stock Units were granted on July 22, 2010, and vest April 30, 2014.
(5) Total updated to correct the number of shares held following the merger of Brown FLIP into Brown Ventures, LLC as previously reported, with no change in the reporting person's pecuniary interest therein.
(6) The Restricted Stock Units were granted July 28, 2011 and vest April 30,2015.
(7) All outstanding derivative security amounts and exercise prices were adjusted on December 10, 2010, the record date for the Issuer's December 28, 2010 special cash dividend.
(8) These option were previously reported as covering 1,355 shares at an exercise price of $36.35 per share, but were adjusted to reflect the December 28, 2010 special cash dividend.
(9) These stock appreciation rights were previously reported as covering 1,172 shares at an exercise price of $46.19, but were adjusted to reflect the December 28, 2010 special cash dividend.
(10) These stock appreciation rights were previously reported as covering 2,527 shares at an exercise price of $56.50, but were adjusted to reflect the December 28, 2010 special cash dividend.
(11) These stock appreciation rights were previously reported as covering 2,894 shares at an exercise price of $54.58, but were adjusted to reflect the December 28, 2010 special cash dividend.
(12) These stock appreciation rights were previously reported as covering 2,657 shares at an exercise price of $57.40, but were adjusted to reflect the December 28, 2010 special cash dividend.
(13) These restricted stock unit amount was previously reported as covering 805 shares, but were adjusted to reflect the December 28, 2010 special cash dividend.
(14) These restricted stock unit amount was previously reported as covering 567 shares, but were adjusted to reflect the December 28, 2010 special cash dividend.

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