BROWN FORMAN CORP — Major Shareholding Notification 2004

Feb 12, 2004

SC 13D/A 1 g87102lbsc13dza.htm BROWN-FORMAN CORP.-FORM SC13D/A W L LYONS BROWN JR BROWN-FORMAN CORP.-FORM SC13D/A W L LYONS BROWN JR PAGEBREAK

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934 (Amendment No. 6)*

BROWN-FORMAN CORPORATION

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

115637-10-0

(Cusip Number)

Thomas E. Rutledge Ogden Newell & Welch PLLC 1700 PNC Plaza 500 West Jefferson Street Louisville, Kentucky 40202 (502) 582-1601

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

January 1, 2004

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

PAGEBREAK

| CUSIP NO. 115637-10-0 — 1. | Names of reporting
persons | | W.L. Lyons Brown, Jr. |
| --- | --- | --- | --- |
| | S.S. or I.R.S. Identification Nos. of above
persons | | ###-##-#### |
| 2. | Check the appropriate box if a member of
a group (see instructions) | | (a) |
| | | | (b) |
| 3. | SEC use only | | |
| 4. | Source of funds (see
instructions) | | N/A |
| 5. | Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) | | |
| 6. | Citizenship or Place of
Organization | | United States of America |
| Number
of shares beneficially owned by each reporting person
with: | | | |
| | 7. | Sole voting power | 518,751 |
| | 8. | Shared voting power | 13,404,105 |
| | 9. | Sole dispositive power | 518,751 |
| | 10. | Shared dispositive power | 13,404,105 |
| 11. | Aggregate amount beneficially owned by each reporting person | | 13,922,856 |
| 12. | Check if the aggregate amount in Row (11) excludes certain
shares (see instructions). | | N/A |
| 13. | Percent of class represented by amount in Row
(11) | | 48.99% |
| 14. | Type of reporting person (see instructions) | | IN |

2 PAGEBREAK

Item 1. Security and Issuer.

Brown-Forman Corporation Class A Common Stock 850 Dixie Highway Louisville, Kentucky 40210

Item 2. Identity and Background.

a)	Name: W.L. Lyons Brown, Jr.
b)	Principal Business address: 501 Fourth Street Hilliard-Lyons Center Louisville, Kentucky 40202
c)	United States Ambassador to Austria; Retired Chairman and
Chief Executive Officer of the issuer, Brown-Forman
Corporation.
d)	Criminal Convictions: No criminal convictions in the last five
years (excluding traffic violations or similar misdemeanors).
e)	Securities Proceedings: No judgments, decrees or final orders
enjoining further violations of, or prohibiting or mandating
activities subject to federal or state securities laws or
finding any violations with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration.

Not applicable.

Item 4. Purpose of Transaction.

This filings is made on a voluntary basis by the undersigned in order to bring current his disclosure of beneficial ownership as of January 1, 2004.

Item 5. Interest in Securities of the Issuer.

The amount of shares beneficially owned by the undersigned as of the date set forth below is as follows:

3 PAGEBREAK

	Number	of Class
(a)	Beneficially Owned	13,922,856	48.99 %
(b)	Sole Voting Power	518,751
	Shared Voting Power	13,404,105
	Sole Disposition Power	518,751
	Shared Disposition Power	13,404,105

| (c) | The undersigned, in the sixty days prior to January 1, 2004,
had no transactions in the Class A Common Stock of
Brown-Forman Corporation. |
| --- | --- |
| (d) | The undersigned, as a member of the Advisory Committee to a
certain trust, with two other Advisory Committee members,
shares voting and disposal powers over the Brown-Forman
Corporation Class A common stock held thereby, being in excess
of 5% of the class. Those other advisors are Owsley Brown
Frazier, 4938 Brownsboro Road, Suite 200, Louisville, Kentucky
40222, retired, former Vice Chairman of Brown-Forman
Corporation, and Dace B. Stubbs, 135 Sago Palm Road, Vero
Beach, Florida 32963, private investor and director of
Brown-Forman Corporation. The undersigned is a member of the
Advisory Committee to another trust and, with two other
Advisory Committee members, share voting and dispositional
powers over the Brown-Forman Corporation Class A common stock
held thereby, being in excess of 5% of the class. Those other
advisors are Owsley Brown II, Chairman and Chief Executive
Officer of Brown-Forman Corporation, 850 Dixie Highway,
Louisville, Kentucky 40210, and Ina B. Bond, private investor
and director of Brown-Forman Corporation, 8215 West Highway
42, Goshen, Kentucky 40026. Other persons have the right to
receive income from the trusts holding Brown-Forman
Corporation Class A common stock, as to which stock the
undersigned has shared voting power. The following person is
sole income beneficiary of these trusts which holds more than
5% of the outstanding shares of such Class A common stock:
Sarah S. Brown. |
| (e) | Not applicable. |

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

None.

Item 7. Material to Be Filed as Exhibits.

None.

4 PAGEBREAK

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 12, 2004

/s/ W.L. Lyons Brown, Jr. W.L. Lyons Brown, Jr., by Michael B. Crutcher, Attorney-In-Fact

5 PAGEBREAK

LIMITED POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS: That I, W. L. Lyons Brown, Jr., of Louisville, Kentucky, do hereby make and appoint Michael B. Crutcher, of Louisville, Kentucky, as my true and lawful attorney-in-fact for the limited purpose of executing on my behalf and in my name, place and stead any Form 4, Form 5, Schedule 13G or other form promulgated by the United States Securities & Exchange Commission, which I am required by law or regulation to execute. This limited power shall remain in effect until specifically revoked by me.

IN TESTIMONY WHEREOF, I have set my hand this 4th day of October, 1994.

/s/ W. L. Lyons Brown, Jr. W. L. Lyons Brown, Jr.

COMMONWEALTH OF KENTUCKY } } COUNTY OF JEFFERSON }

I, a Notary Public in and for the State and County aforesaid, do hereby certify that the foregoing instrument of writing was this day produced before me by W. L. Lyons Brown, Jr., who subscribed and acknowledged the same to be his act and deed.

/s/ Wanda L. Welch Notary Public
My Commission Expires: June 22, 1996

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