Sec Form 4 Filing - BROWN OWSLEY II @ BROWN FORMAN CORP - 2011-07-26

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

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, 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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1. Name and Address of Reporting Person BROWN OWSLEY II 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) (Last) (First) (Middle) 850 DIXIE HIGHWAY 3. Date of Earliest Transaction (MM/DD/YY) 07/26/2011 (Street) LOUISVILLE, KY40210 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 121,975 D Class A Common 122,042 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 438,009 I Ganymede LP < /td> Class A Common 07/26/2011 W( 1 ) V 1,167,688 A $ 0 2,113,839 I Olympus Three, LLC jClass A Common 07/26/2011 W( 1 ) V 1,167,688 D $ 0 2,113,839 I Olympus Three, LLC Class A Common 57,255 I Driftwood Holding LLC Class A Common 173,579 I Spouse Class B Common 197,938 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 488,932 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 1,208,770.5 I Ganymede, LP Class B Common 07/26/2011 W( 1 ) V 2,828,870 A $ 0 4,075,678 I Olympus Three, LLC Class B Common 07/26/2011 W( 1 ) V 2,828,870 D $ 0 4,075,678 I Olympus Three, LLC Class B Common 24 I Owsley Brown Trust B Class B Common 14.975 I Driftwood Holding, 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 24.7 05/01/2005 04/30/2012 Class B Common 103,041 103,041 D Non-Qualified Stock Option (right to buy) $ 30.18 05/01/2006 04/30/2013 Class B Common 102,960 102,960 D Non-Qualified Stock Option (right to buy) $ 35.83 05/01/2007 04/30/2014 Class B Common 82,386 82,386 D Stock Appreciation Right $ 53.62 11/15/2007 04/30/2017 Class B Common 3,332 3,332 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BROWN OWSLEY II 850 DIXIE HIGHWAY LOUISVILLE, KY40210 X Signatures Diane M. Barhorst, Atty In Fact for: Owsley Brown II 04/24/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the transfer of LLC units to the reporting person resulting from the termination of a trust under will in which the reporting person had an interest. The reporting person disclaims beneficial ownership of the LLC's shares except to the extent of his pecuniary interest therein.

Remarks: (1) 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. (2) The reporting person passed away on September 26, 2011, and other holdings set forth in this form are presented as of that 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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