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*
BROWN OWSLEY II
(Last) (First) (Middle)
850 DIXIE HIGHWAY
(Street)
LOUISVILLE KY 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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2010
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)
Code V Amount (A) or (D) Price
Class A Common 127,500 D
Class A Common 336,517 I GRAT 1994
Class A Common 544,084 I GRAT 2001
Class A Common 198,032 I GRAT 2002
Class A Common 99,964 I Longview LP
Class A Common 1,612 I Guilford-Brown LP
Class A Common 3,789 I Nectar LP
Class A Common 438,009 I Ganymede LP
Class A Common 2,113,839 I Olympus Three, LLC
Class A Common 173,579 I Spouse
Class B Common 68,436 D
Class B Common 84,129 I GRAT 1994
Class B Common 140,482 I GRAT 2001
Class B Common 52,643 I GRAT 2002
Class B Common 43,499 I Longview, LP
Class B Common 947 I Nectar
Class B Common 12/10/2010 J(1) 44,776.5 A (1) 478,012.75 I Hebe, LP
Class B Common 3,171 I Hebe Non-Exempt Trust fbo Owsley Brown II
Class B Common 1,092 I Hebe Exempt Trust fbo Owsley Brown II
Class B Common 12/10/2010 J(1) 44,776.5 D (1) 1,231,413.5 I GANYMO Trust/Partnership
Class B Common 4,070,186 I Olympus Three, LLC
Class B Common 26,298 I Grandchildren's Equalization Trust 1998
Class B Common 43,270 I Spouse
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy)(2) $24.7(3) 05/01/2005 04/30/2012 Class B Common 103,041(3) 103,041(3) D
Non-Qualified Stock Option (right to buy)(2) $30.18(4) 05/01/2006 04/30/2013 Class B Common 102,960(4) 102,960(4) D
Non-Qualified Stock Option (right to buy)(1)(2) $35.83(5) 05/01/2007 04/30/2014 Class B Common 82,386(5) 82,386(5) D
Stock Appreciation Right(2) $53.62(6) 11/15/2007 04/30/2017 Class B Common 3,332(6) 3,332(6) D
Explanation of Responses:
1. Represents partial redemption of Ganymede limited partnership units held by Hebe Limited Partnership.
2. 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.
3. These options were previously reported as covering 101,568 shares at an exercise price of $25.06 per share, but were adjusted to reflect the December 28, 2010 special cash dividend.
4. These options were previously reported as covering 101,488 shares at an exercise price of $30.62 per share, but were adjusted to reflect the December 28, 2010 special cash dividend.
5. These options were previously reported as covering 81,208 shares at an exercise price of $36.35 per share, but were adjusted to reflect the December 28, 2010 special cash dividend.
6. These stock appreciation rights were previously reported as covering 3,284 shares at an exercise price of $54.40 per share, but were adjusted to reflect the December 28, 2010 special cash dividend.
Remarks:
Filing of this form should not be construed as an admission that the filing person is, for purposes of Section 16 of the Securities Exchange Act of 1934, the "beneficial owner" of any equity securities held in a limited partnership or in trust and reported on this form.
Diane M. Barhorst, Atty In Fact for: Owsley Brown II 12/14/2010
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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