SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BERG DONALD C

(Last)

(First)

(Middle)

850 DIXIE HIGHWAY

(Street)

LOUISVILLE

40210

(City)

(State)

(Zip)

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	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2013

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common								22,605	D
Class B Common	04/01/2013		M		7,120	A	$28.58	55,279	D
Class B Common	04/01/2013		F		4,330	D	$71.4⁽¹⁾	50,949	D
Class B Common	04/01/2013		S		2,790	D	$71.002⁽²⁾	48,159	D
Class B Common	04/01/2013		S		2,000	D	$71	2,231.904⁽³⁾	I	By 401(k) Plan

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Right	$28.58⁽⁴⁾	04/01/2013		M			7,120	05/01/2008	04/30/2015	Class B Common	7,120⁽⁴⁾	$0	14,000⁽⁴⁾	D
Stock Appreciation Right	$34.95⁽⁴⁾							05/01/2009	04/30/2016	Class B Common	16,339⁽⁴⁾		16,339⁽⁴⁾	D
Stock Appreciation Right	$33.76⁽⁴⁾							05/01/2010	04/30/2017	Class B Common	18,704⁽⁴⁾		18,704⁽⁴⁾	D
Stock Appreciation Right	$35.51⁽⁴⁾							05/01/2011	04/30/2018	Class B Common	21,971⁽⁴⁾		21,971⁽⁴⁾	D
Stock Appreciation Right	$27.05⁽⁴⁾							05/01/2012	04/30/2019	Class B Common	35,999⁽⁴⁾		35,999⁽⁴⁾	D
Stock Appreciation Right	$38.43⁽⁴⁾							05/01/2013	04/30/2020	Class B Common	19,669⁽⁴⁾		19,669⁽⁴⁾	D
Stock Appreciation Right	$46.4⁽⁴⁾							05/01/2014	04/30/2021	Class B Common	20,855⁽⁴⁾		20,855⁽⁴⁾	D
Stock Appreciation Right	$58.7⁽⁴⁾							05/01/2015	04/30/2022	Class B Common	27,476⁽⁴⁾		27,476⁽⁴⁾	D

Explanation of Responses:

1. The closing prices of BF-B ($71.40) on March 29, 2013 was used to calculate the tax withholding obligation.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.00 to $71.01, inclusive. The reporting person undertakes to provide to Brown-Forman Corporation, any security holder of Brown-Forman Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4.

3. Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of March 31, 2013.

4. All outstanding derivative security amounts and exercise prices were adjusted on December 27, 2012, the record date for the Issuer's December 12, 2012 special cash dividend.

Remarks:

	Diane M. Barhorst, Attorney in Fact for Donald C. Berg	04/01/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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