- 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 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 * BERG DONALD C	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                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Chief Financial Officer
(Last)          (First)          (Middle) 850 DIXIE HIGHWAY	3. Date of Earliest Transaction (MM/DD/YYYY) 6/20/2012
(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								15070	D
Class B Common	6/20/2012		M		4000	A	$35.83	30593	D
Class B Common	6/20/2012		F		2612	D	$93.17	27981	D
Class B Common								2622.633   (1)	I	By 401(k) Plan

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
Non-Qualified Stock Option (right to buy)	$35.83	6/20/2012		M			4000	5/1/2007	4/30/2014	Class B Common	4000	$0	11358	D
Stock Appreciation Right	$45.53							5/1/2008	4/30/2015	Class B Common	13251		13251	D
Stock Appreciation Right	$55.69							5/1/2009	4/30/2016	Class B Common	10251		10251	D
Stock Appreciation Right	$53.80							5/1/2010	4/30/2017	Class B Common	11735		11735	D
Stock Appreciation Right	$56.58							5/1/2011	4/30/2018	Class B Common	13785		13785	D
Stock Appreciation Right	$43.10							5/1/2012	4/30/2019	Class B Common	22587		22587	D
Stock Appreciation Right	$61.24							5/1/2013	4/30/2020	Class B Common	12341		12341	D
Stock Appreciation Right	$73.95							5/1/2014	4/30/2021	Class B Common	13085		13085	D

Explanation of Responses:
( 1)	Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of June 19, 2012.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BERG DONALD C 850 DIXIE HIGHWAY LOUISVILLE, KY 40210			Chief Financial Officer

Signatures
Diane M. Barhorst, Attorney in Fact for Donald C. Berg		6/21/2012
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.