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, 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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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)
10/03/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
10/07/2008		 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 132,091 D
Class A Common 200,032 I Breeze Hill, LP
Class A Common 336,517 I GRAT (Grantor Trust) '94
Class A Common 22,958 I GRAT 12/01
Class A Common 99,964 I Longview, LP
Class A Common 529,610 I Poplar Terrace, LP
Class A Common 1,612 I Guilford-Brown, LP
Class A Common 3,788.9 I Nectar, LP
Class A Common 438,008.5 I GANYMO Trust/Partnership
Class A Common 10/03/2008 J ( 1 ) 23,421 A ( 2 ) 2,113,839 I Olympus Three, LLC
Class A Common 173,092 I By Spouse
Class B Common 1,234 D
Class B Common 346,589 I Hebe, LP
Class B Common 2,537 I Hebe Non-Exempt Trust fbo Owsley Brown II
Class B Common 874 I Hebe Exempt Trust fbo Owsley Brown II
Class B Common 54,402 I Equal Shares 2006, LP
Class B Common 1,302 I Longview, LP
Class B Common 933,350.5 I GANYMO Trust/Partnership
Class B Common 10/03/2008 J ( 1 ) 23,156 D ( 2 ) 2,833,382 I Olympus Three, LLC
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) $30.37 05/01/2002 04/30/2009 Class B Common 55,877 55,877 D
Non-Qualified Stock Option (right to buy) $24.6 05/01/2003 04/30/2010 Class B Common 81,061 81,061 D
Non_Qualified Stock Option (right to buy) $33.34 05/01/2004 04/30/2011 Class B Common 64,089 64,089 D
Non-Qualified Stock Option (right to buy) $31.33 05/01/2005 04/30/2012 Class B Common 81,254 81,254 D
Non-Qualified Stock Option (right to buy) $38.27 05/01/2006 04/30/2013 Class B Common 81,190 81,190 D
Non-Qualified Stock Option (right to buy) $45.44 05/01/2007 04/30/2014 Class B Common 64,966 64,966 D
Stock Appreciation Right $68 11/15/2007 04/30/2017 Class B Common 2,627 2,627 D
Explanation of Responses:
1. On October 3, 2008, Olympus Three, LLC swapped 23,156 BFB shares for an economically equivalent number of BFA shares (23,421) held by a third party. The effect upon the reporting person's beneficial ownership of BFA and BFB shares held by Olympus Three, LLC is reported herein.
2. BFA and BFB closing prices as of September 30, 2008 were used to determine approximate economic equivalency. For BFA, $71.00; for BFB, $71.81.
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.
Holli H. Lewis, Atty In Fact for: Owsley Brown II 10/15/2008
** 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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