Ownership Submission
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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(Print or Type Responses)
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 (Month/Day/Year)
07/27/2006
(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               75,618 D  
Class A Common               1,167,689 I Martin S. Brown Trust (1)
Class A Common               83,088 I Nectar Trust
Class A Common               30 I By Spouse (2)
Class A Common               1,500 I Trust f/b/o Children (2)
Class A Common               5,508 I UTMA f/b/o Sara S. Brown (2)
Class A Common               1,682 I UTMA f/b/o Louis P. Brown (2)
Class B Common               1,514 D  
Class B Common               2,029,558 I Martin S. Brown Trust (1)
Class B Common               900 I UTMA f/b/o Sara S. Brown (2)
Class B Common               300 I UTMA f/b/o Louis P. Brown (2)

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 $ 75.39             05/25/2006 04/30/2015 Class B Common 367   367 D  
Stock Appreciation Right $ 72.4 07/27/2006   A   2,052   07/27/2006 04/30/2016 Class B Common 2,052 (3) 2,052 D  

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 Barhorst, Atty. in Fact for Martin S. Brown, Jr.   07/31/2006
**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) These shares are owned directly by Olympus Two, LLC, one of the two members of which is the Martin S. Brown Trust. The reporting person is a contingent beneficiary of the Martin S. Brown Trust and shares voging and/or investment power over the securities as an advisor to this Trust.
(2) Reporting person disclaims beneficial ownership of these securities.
(3) No money was paid or received by the reporting person for this SAR.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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