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 *   Barzun Brooke 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 157,404 D   Class A Common 1,667 I Spouse Class A Common 178,666 I BBB Revocable Trust Class A Common 67,547 I Hackberry Manor LP Class A Common 53,030 I Hackberry II LP Class A Common 40,182 I Hackberry 2007 LP Class A Common 100,000 I Hackberry 2010 LLC 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 8,709 I Woodford Partners Kentucky, LLC Class A Common 32,838 I Longview Charitable LP Class A Common 45,143 I Trust fbo Owsley Brown III Class A Common 3,136 I Trust fbo child Class A Common 5,679 I Trust fbo child Class A Common 5,679 I Trust fbo child Class A Common 980 I Trust fbo children Class A Common 493,740 I Guilford-Brown LP Class A Common 13,626 I Trust fbo Brooke Barzun Class A Common 2,220,077 I Olympus Three LLC Class B Common 83,226 D   Class B Common 237 I Spouse Class B Common 33,178 I BBB Revocable Trust Class B Common 16,886 I Hackberry Manor LP Class B Common 13,257 I Hackberry II LP Class B Common 3,295 I Hackberry 2007 LP Class B Common 125 I UTMA Class B Common 375 I UTMA Class B Common 375 I UTMA Class B Common 1,320 I Owsley Brown II IRA

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
Barzun Brooke Brown 850 DIXIE HIGHWAY LOUISVILLE, KY 40210	Â	  X	Â	Â

Signatures

Diane M. Barhorst, Atty in Fact for Brooke Brown Barzun		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 her pecuniary interest therein.

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