- 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 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Brown Martin S JR	2. Issuer Name and Ticker or Trading Symbol BROWN FORMAN CORP [ BFA/BFB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      _____ 10% Owner _____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle) 850 DIXIE HIGHWAY	3. Date of Earliest Transaction (MM/DD/YYYY) 12/31/2012
(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								279510   (2)	D
Class A Common								45   (3)	I	By Spouse
Class A Common								2250   (4)	I	Trust f/b/o Children
Class A Common								8262   (5)	I	UTMA f/b/o Child
Class A Common								2523   (6)	I	UTMA f/b/o Child
Class B Common	12/31/2012		G (1)	V	42556	D	$0	0   (7)	D
Class B Common	12/31/2012		G (1)	V	42556	A	$0	42556	I	Atkinson Hill, LLC
Class B Common								10   (8)	I	Spouse
Class B Common								562   (9)	I	Trust f/b/o Children
Class B Common								3753   (10)	I	UTMA f/b/o Child
Class B Common								1192   (11)	I	UTMA f/b/o Child
Class B Common								25146   (12)	I	Trust

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
Stock Appreciation Right	$36.40   (14) (21)							5/25/2006	4/30/2015	Class B Common	761   (14) (21)		761   (14) (21)	D
Stock Appreciation Right	$34.95   (13) (21)							7/27/2006	4/30/2016	Class B Common	4819   (13) (14) (21)		4819   (14) (21)	D
Stock Appreciation Right	$33.7659   (15) (21)							7/26/2007	4/30/2017	Class B Common	5987   (15) (21)		5987   (15) (21)	D
Stock Appreciation Right	$35.51   (16) (21)							7/24/2008	4/30/2018	Class B Common	5495   (16) (21)		5495   (16) (21)	D
Stock Appreciation Right	$27.05   (17) (21)							7/23/2009	4/30/2019	Class B Common	6752   (17) (21)		6752   (17) (21)	D
Deferred Stock Units	(18)							(19)	(19)	Class B Common	1655.67   (20) (21)		1655.67   (20) (21)	D

Explanation of Responses:
( 1)	On December 31, 2012, the reporting person transferred directly held shares to Atkinson Hill, LLC, of which he was sole member, and on the same day gifted a 99% interest in the LLC to a family trust. The reporting person disclaims beneficial ownership of the LLC except to the extent of his pecuniary interest therein.
( 2)	On August 10, 2012, the Class A and Class B common stock of Brown-Forman Corporation split 3-2, resulting in the reporting person's acquisition of 93,170 additional shares of Class A common stock.
( 3)	Includes 15 additional Class A shares of common stock issued in the August stock split.
( 4)	Includes 750 additional Class A shares of common stock issued in the August stock split.
( 5)	Includes 2,754 additional Class A shares of common stock issued in the August stock split.
( 6)	Includes 841 additional Class A shares of common stock issued in the August stock split.
( 7)	Includes 14,185 additional Class B shares of common stock issued in the August stock split.
( 8)	Includes 3 additional Class B shares of common stock issued in the August stock split.
( 9)	Includes 187 additional Class B shares of common stock issued in the August stock split.
( 10)	Includes 1,251 additional Class B shares of common stock issued in the August stock split.
( 11)	Includes 397 additional Class B shares of common stock issued in the August stock split.
( 12)	Includes 8,382 additional Class B shares of common stock issued in the August stock split.
( 13)	These stock appreciation rights were previously reported as covering 477 shares at an exercise price of $58.00, but were adjusted to reflect the August 2012 stock split.
( 14)	These stock appreciation rights were previously reported as covering 3,023 shares at an exercise price of $55.69, but were adjusted to reflect the August 2012 stock split.
( 15)	These stock appreciation rights were previously reported as covering 3,756 shares at an exercise price of $53.80, but were adjusted to reflect the August 2012 stock split.
( 16)	These stock appreciation rights were previously reported as covering 3,447 shares at an exercise price of $56.58, but were adjusted to reflect the August 2012 stock split.
( 17)	These stock appreciation rights were previously reported as covering 4,236 shares at an exercise price of $43.10, but were adjusted to reflect the August 2012 stock split.
( 18)	Each deferred stock unit represents a contingent right to receive one share of Brown-Forman Class B common stock.
( 19)	The deferred stock units vest over the course of the Board year. Vested shares will be delivered to the reporting person on the first February 1st that is at least 6 months following the Director's termination from Board service.
( 20)	Includes additional Class B shares of common stock issued in the August stock split.
( 21)	All outstanding derivative security amounts and exercise prices were adjusted on December 27, 2012, the record date for the Issuer's December 12, 2012 special cash dividend.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Brown Martin S JR 850 DIXIE HIGHWAY LOUISVILLE, KY 40210	X

Signatures
Diane M. Barhorst, Atty. in Fact for Martin S. Brown, Jr.		1/14/2013
** 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.