X0303 4 2008-12-09 0000014693 BROWN FORMAN CORP BFA, BFB 0000902312 BROWN OWSLEY II 850 DIXIE HIGHWAY LOUISVILLE KY 40210 0 0 1 0 Class B Common 2008-12-09 4 M 0 69847 24.30 A 104411 D Class B Common 2008-12-09 4 F 0 49629 50.94 D 54782 D Class B Common 2008-12-09 4 S 0 97 48.82 D 54685 D Class B Common 2008-12-09 4 S 0 300 48.83 D 54385 D Class B Common 2008-12-09 4 S 0 100 48.84 D 54285 D Class B Common 2008-12-09 4 S 0 500 48.88 D 53785 D Class B Common 2008-12-09 4 S 0 100 48.89 D 53685 D Class B Common 2008-12-09 4 S 0 200 48.91 D 53485 D Class B Common 2008-12-09 4 S 0 103 48.93 D 53382 D Class B Common 2008-12-09 4 S 0 200 48.96 D 53182 D Class B Common 2008-12-09 4 S 0 100 48.98 D 53082 D Class B Common 2008-12-09 4 S 0 200 49.00 D 52882 D Class B Common 2008-12-09 4 S 0 100 49.02 D 52782 D Class B Common 2008-12-09 4 S 0 1400 49.07 D 51382 D Class B Common 2008-12-09 4 S 0 100 49.09 D 51282 D Class B Common 2008-12-09 4 S 0 700 49.10 D 50582 D Class B Common 50008 I Breeze Hill LP Class B Common 84129 I GRAT 1994 Class B Common 5739 I GRAT 2001 Class B Common 68002 I Equal Shares 2006, LP Class B Common 26618 I Longview, LP Class B Common 132402 I Poplar Terrace LP Class B Common 99510 I Guilford-Brown LP Class B Common 947 I Nectar Class B Common 433236.25 I Hebe, LP Class B Common 3171 I Hebe Non-Exempt Trust fbo Owsley Brown II Class B Common 1092 I Hebe Exempt Trust fbo Owsley Brown II Class B Common 1276190 I GANYMO Trust/Partnership Class B Common 4070185 I Olympus Three, LLC Class B Common 43273 I Spouse Non-Qualified Stock Option (right to buy) 24.30 2008-12-09 4 M 0 69847 0 D 2002-05-01 2009-04-30 Class B Common 69847 0 D Non-Qualified Stock Option (right to buy) 19.68 2003-05-01 2010-04-30 Class B Common 101327 101327 D Non_Qualified Stock Option (right to buy) 26.67 2004-05-01 2011-04-30 Class B Common 80112 80112 D Non-Qualified Stock Option (right to buy) 25.06 2005-05-01 2012-04-30 Class B Common 101568 101568 D Non-Qualified Stock Option (right to buy) 30.62 2006-05-01 2013-04-30 Class B Common 101488 101488 D Non-Qualified Stock Option (right to buy) 36.35 2007-05-01 2014-04-30 Class B Common 81208 81208 D Stock Appreciation Right 54.40 2007-11-15 2017-04-30 Class B Common 3284 3284 D In October 2008, the Issuer completed a stock distribution of one share of Class B common stock for every four shares of either Class A or Class B common stock held. This total has been adjusted to reflect 33,330 Class B shares received through the distribution. The reporting person received these shares through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 13,600 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 25,316 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 86,647.25 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 634 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 218 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 342,839.5 Class B shares received through the Issuer's October 2008 stock distribution. This total has been adjusted to reflect 1,236,803 Class B shares received through the Issuer's October 2008 stock distribution. These options were previously reported as covering 55,877 shares at an exercise price of $30.37 per share, but were adjusted to reflect the October 2008 stock distribution. These options were previously reported as covering 81,061 shares at an exercise price of $24.60 per share, but were adjusted to reflect the October 2008 stock distribution. These options were previously reported as covering 64,089 shares at an exercise price of $33.34 per share, but were adjusted to reflect the October 2008 stock distribution. These options were previously reported as covering 81,254 shares at an exercise price of $31.33 per share, but were adjusted to reflect the October 2008 stock distribution. These options were previously reported as covering 81,190 shares at an exercise price of $38.27 per share, but were adjusted to reflect the October 2008 stock distribution. These options were previously reported as covering 64,966 shares at an exercise price of $45.44 per share, but were adjusted to reflect the October 2008 stock distribution. These stock appreciation rights were previously reported as covering 2,627 shares at an exercise price of $68.00 per share, but were adjusted to reflect the October 2008 stock distribution. 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 2008-12-11