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 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(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Frazier Sandra   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 (Month/Day/Year) 07/23/2009 (Street) LOUISVILLE, KY 40210 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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               13,456 D   Class A Common               2,116,314 I Amelia Frazier Trust Class A Common               2,772,671 I Harry S. Frazier Descendants Trust Class B Common               5,411 (1) D   Class B Common               529,078 (2) I Amelia Frazier Trust Class B Common               693,167 (3) I Harry S. Frazier Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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 (Month/Day/Year)

7. Title and Amount of Underlying Securities (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 (4)

$ 58.84

05/25/2006

04/30/2015

Class B Common

470

470

D

Stock Appreciation Right (5)

$ 56.5

07/27/2006

04/30/2016

Class B Common

2,980

2,980

D

Stock Appreciation Right (6)

$ 54.58

07/26/2007

04/30/2017

Class B Common

3,702

3,702

D

Stock Appreciation Right (7)

$ 57.4

07/24/2008

04/30/2018

Class B Common

3,398

3,398

D

Stock Appreciation Right

$ 43.72

07/23/2009

A

4,175

07/23/2009

04/30/2019

Class B Common

4,175

$ 0

4,175

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Frazier Sandra 850 DIXIE HIGHWAY LOUISVILLE, KY 40210	X

Signatures

Diane Barhorst, Atty. in fact for Sandra Frazier		07/27/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	In October 2008, the Issuer completed a stock distribution of one share of Class B common stock for every four shares of either Class A or Class B common stock held. This total has been adjusted to reflect 3,773 Class B shares received through the distribution.
(2)	The reporting person received these shares through the Issuer's October 2008 stock distribution.
(3)	The reporting person received these shares through the Issuer's October 2008 stock distribution.
(4)	These stock appreciation rights were previously reported as covering 376 shares at an exercise price of $73.55 per share, but were adjusted to reflect the October 2008 stock distribution.
(5)	These stock appreciation rights were previously reported as covering 2,384 shares at an exercise price of $70.63 per share, but were adjusted to reflect the October 2008 stock distribution.
(6)	These stock appreciation rights were previously reported as covering 2,961 shares at an exercise price of $68.22 per share, but were adjusted to reflect the October 2008 stock distribution.
(7)	These stock appreciation rights were previously reported as covering 2,718 shares at an exercise price of $71.75 per share, but were adjusted to reflect the October 2008 stock distribution.

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