As Filed With the Securities and Exchange Commission
on July 23, 2004
Registration No. 333-88925
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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BROWN-FORMAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 61-0143150
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
850 Dixie Highway
Louisville, Kentucky 40210
(Address of Principal Executive Offices)
BROWN-FORMAN CORPORATION
1994 OMNIBUS COMPENSATION Plan
(Full title of the plan)
Michael B. Crutcher
Vice Chairman,
General Counsel and Secretary
Brown-Forman Corporation
850 Dixie Highway
Louisville, Kentucky 40210
(502) 585-1100
(Name, Address, and Telephone Number of Registrant's agent for service)
Copy to:
Leigh Walton
Todd J. Rolapp
Bass, Berry & Sims PLC
315 Deaderick Street, Suite 2700
Nashville, Tennessee 37238-0002
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Deregistration of Securities
Effective immediately upon the filing of this post-Effective Amendment No. 1 to
Form S-8 Registration Statement (Registration No. 333-88925), Brown-Forman
Corporation (the "Company") hereby deregisters 1,046,051 shares (calculated on a
post split-adjusted basis) previously registered for sale under the Brown-Forman
Corporation 1994 Omnibus Compensation Plan (the "1994 Plan"). The deregistered
shares represent shares remaining available for grant upon the termination of
the 1994 Plan on July 22, 2004. The Company adopted, effective July 22, 2004,
the Brown-Forman Corporation 2004 Omnibus Compensation Plan (the "2004 Plan"),
which replaces the 1994 Plan. Under the terms of the 2004 Plan, the shares
deregistered hereby are available for grant under the 2004 Plan.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8, and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Louisville, State of Kentucky, on this 22nd day of
July, 2004.
BROWN-FORMAN CORPORATION
*By: /s/ Owsley Brown II
Owsley Brown II, Chairman and
Chief Executive Officer
Pursuant to the requirements of the Securities Act, this Registration Statement
has been signed by the following persons in the capacities and on the dates
indicated below.
Signature Title Date
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/s/ Owsley Brown II Chairman and Chief Executive Officer July 22, 2004
*Owsley Brown II (Principal Executive Officer)
Director
/s/ Phoebe A. Wood Executive Vice President and Chief July 22, 2004
Phoebe A. Wood Financial Officer (Principal Financial
Officer)
/s/ William M. Street Director July 22, 2004
*William M. Street
/s/ Jane C. Morreau Vice President and Controller July 22, 2004
Jane C. Morreau (Principal Accounting Officer)
/s/ Barry D. Bramley Director July 22, 2004
*Barry D. Bramley
/s/ Geo. Garvin Brown III Director July 22, 2004
*Geo. Garvin Brown III
/s/ Donald G. Calder Director July 22, 2004
*Donald G. Calder
/s/ Owsley Brown Frazier Director July 22, 2004
*Owsley Brown Frazier
/s/ Richard P. Mayer Director July 22, 2004
*Richard P. Mayer
/s/ Stephen E. O'Neil Director July 22, 2004
*Stephen E. O'Neil
/s/ Dace Brown Stubbs Director July 22, 2004
*Dace Brown Stubbs
*By: /s/ Nelea A. Absher July 22, 2004
Nelea A. Absher
Assistant Vice President and Assistant
Secretary
Attorney-in-Fact for Each