BROWN FORMAN CORP — Director's Dealing 2013

May 30, 2013

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: BROWN FORMAN CORP (BF'B)
CIK: 0000014693
Period of Report: 2013-04-30

Reporting Person: Brown J McCauley (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-30	Class A Common	G	2800.0000	$0.0000	Disposed	5227.0000	Direct
2012-10-30	Class A Common	G	400.0000	$0.0000	Acquired	6282.0000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common	68290.0000	Direct
Class B Common	6070.7000	Indirect
Class A Common	907663.0000	Indirect
Class B Common	124519.0000	Indirect
Class B Common	589.0000	Indirect
Class A Common	107246.0000	Indirect
Class A Common	176898.0000	Indirect
Class B Common	11314.0000	Indirect
Class A Common	6125.0000	Indirect
Class A Common	3925.0000	Indirect
Class A Common	1000.0000	Indirect
Class A Common	148439.0000	Indirect
Class A Common	71249.0000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Class B Common (917.0000)	917.0000	Direct
Restricted Stock Units	$		Class B Common (778.0000)	778.0000	Direct
Restricted Stock Units	$		Class B Common (254.0000)	254.0000	Direct

Footnotes

F1: Total incorporates correction of prior rounding error.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of Brown-Forman Class B common stock.

F3: The Restricted Stock Units were granted on July 22, 2010, and vest April 30, 2014.

F4: The Restricted Stock Units were granted on July 28, 2011, and vest April 30, 2015.

F5: The Restricted Stock Units were granted on July 26, 2012, and vest April 30, 2016.