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 *
  Holland Augusta Brown
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 422,341
D
 
Class A Common 1,667
I
Spouse
Class A Common 3,142
I
GRAT
Class A Common 12
I
Eleanor Lee Trusts
Class A Common 211,224.75
I
Hebe Limited Partnership
Class A Common 5,725
I
Driftwood Holdings Three, LLC
Class A Common 1,162
I
Trust fbo Owsley Brown III
Class A Common 32,838
I
Longview Charitable LP
Class A Common 2,198
I
Trust fbo child
Class A Common 1,504
I
Trust fbo child
Class A Common 1,504
I
Trust fbo child
Class A Common 5,033
I
Trust fbo Children
Class A Common 980
I
Trust fbo Barzun children
Class A Common 13,626
I
Trust fbo Augusta Holland
Class A Common 150,000
I
Cherokee Horatio Ltd.
Class A Common 29,534
I
Birdnest 2006 Ltd.
Class A Common 2,220,077
I
Olympus Three LLC
Class B Common 77,582
D
 
Class B Common 383
I
Spouse
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 4,109
I
Trust fbo Owsley Brown III
Class B Common 607
I
Trust fbo child
Class B Common 168
I
Trust fbo Children
Class B Common 639
I
Holland Family Trust
Class B Common 245
I
Trust fbo Barzun children

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
Holland Augusta Brown
850 DIXIE HIGHWAY
LOUISVILLE, KY 40210
    X    

Signatures

Diane M. Barhorst 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 diclaims beneficial ownership of indirectly held shares except to the extent of her pecuniary interest herein.

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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