- Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Frazier Laura	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/YYYY) 2/2/2012
(Street) LOUISVILLE, KY 40210 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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								138209	D
Class A Common								236	I	Cordt Huneke Trust
Class A Common								236	I	Chase Huneke Trust
Class A Common								236	I	Brooke Huneke Trust
Class A Common								236	I	Kelli Huneke Trust
Class A Common								3948	I	Brooke Huneke UTMA
Class A Common								3948	I	Kelli Huneke UTMA
Class A Common	2/2/2012		J (1)		1281744	A	(1)	5653921	I	Avish Agincourt, LLC
Class A Common								3240	I	Annsley Frazier Thorton Trust
Class B Common								148809	D
Class B Common								860	I	Cordt Huneke Trust
Class B Common								1135	I	Chase Huneke Trust
Class B Common								1135	I	Brooke Huneke Trust
Class B Common								1135	I	Kelli Huneke Trust
Class B Common	2/2/2012		J (1)		979229	A	(1)	4319491	I	Avish Agincourt, LLC
Class B Common								3437	I	Brooke Huneke UTMA
Class B Common								3377	I	Kelli Huneke UTMA

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 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

Explanation of Responses:

( 1)

The reported securities are held by Avish Agincourt, LLC, a limited liability company. The reporting person is the trustee and beneficiary of an irrevocable trust which, on February 2, 2012, acquired a 22.67% interest in Avish Agincourt from a trust for the benefit of her father in exchange for a promissory note. The reporting person disclaims beneficial ownership of the BF common stock held by Avish Agincourt except to the extent of her pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Frazier Laura 850 DIXIE HIGHWAY LOUISVILLE, KY 40210		X

Signatures
Holli Lewis, Attorney in Fact for Laura Frazier		2/6/2012
** 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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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