BROWN FORMAN CORP — Director's Dealing 2013

Jan 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN FORMAN CORP (BFA, BFB)
CIK: 0000014693
Period of Report: 2013-01-02

Reporting Person: MORREAU JANE C (SVP, Director Finance)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-02	Class B Common	M	5963	$18.94	Acquired	6015.5	Direct
2013-01-02	Class B Common	F	3479	$63.25	Disposed	2536.5	Direct
2013-01-02	Class B Common	S	2484	$63.491	Disposed	52.5	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-02	Non-Qualified Stock Option (right to buy)	$18.94	M	5963	Disposed	2013-04-30	Class B Common (5963)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common	3792	Direct
Class B Common	2490.195	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$22.49	2014-04-30	Class B Common (5275)	5275	Direct
Stock Appreciation Right	$28.58	2015-04-30	Class B Common (4558)	4558	Direct
Stock Appreciation Right	$34.95	2016-04-30	Class B Common (8400)	8400	Direct
Stock Appreciation Right	$33.76	2017-04-30	Class B Common (9292)	9292	Direct
Stock Appreciation Right	$35.51	2018-04-30	Class B Common (7131)	7131	Direct
Stock Appreciation Right	$27.05	2019-04-30	Class B Common (11463)	11463	Direct
Stock Appreciation Right	$38.43	2020-04-30	Class B Common (12590)	12590	Direct
Stock Appreciation Right	$46.40	2021-04-30	Class B Common (14365)	14365	Direct
Stock Appreciation Right	$58.70	2022-04-30	Class B Common (11098)	11098	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $63.49 to $63.50, inclusive. The reporting person undertakes to provide to Brown-Forman Corporation, any security holder of Brown-Forman Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: 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 1,264 additional shares of Class A common stock.

F3: Includes 17.5 additional Class B shares of common stock issued in the August stock split.

F4: These are the number of shares acquired through the Brown-Forman Corporation Employee Stock Purchase Program as of close of business on January 2, 2013, including additional shares issued in the August stock split.

F5: 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.

F6: These stock options were previously reported as covering 3,741 shares at an exercise price of $30.18, but were adjusted to reflect the August 2012 stock split.

F7: These stock options were previously reported as covering 3,309 shares at an exercise price of $35.83, but were adjusted to reflect the August 2012 stock split.

F8: These stock appreciation rights were previously reported as covering 2,859 shares at an exercise price of $45.53, but were adjusted to reflect the August 2012 stock split.

F9: These stock appreciation rights were previously reported as covering 5,270 shares at an exercise price of $55.69, but were adjusted to reflect the August 2012 stock split.

F10: These stock appreciation rights were previously reported as covering 5,830 shares at an exercise price of $53.80, but were adjusted to reflect the August 2012 stock split.

F11: These stock appreciation rights were previously reported as covering 4,474 shares at an exercise price of $56.58, but were adjusted to reflect the August 2012 stock split.

F12: These stock appreciation rights were previously reported as covering 7,192 shares at an exercise price of $43.10, but were adjusted to reflect the August 2012 stock split.

F13: These stock appreciation rights were previously reported as covering 7,899 shares at an exercise price of $61.24, but were adjusted to reflect the August 2012 stock split.

F14: These stock appreciation rights were previously reported as covering 9,013 shares at an exercise price of $73.95, but were adjusted to reflect the August 2012 stock split.

F15: These stock appreciation rights were previously reported as covering 6,963 shares at an exercise price of $93.54, but were adjusted to reflect the August 2012 stock split.