Washington, D.C. 20549

                                    Form 8-K

                                 Current Report
     Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of 
earliest event reported):     August 24, 2005

                            Brown-Forman Corporation 
             (Exact name of registrant as specified in its charter)

   Delaware                  002-26821            61-0143150        
(State or other            (Commission         (I.R.S. Employer
 jurisdiction of            File Number)       Identification No.)

 850 Dixie Highway, Louisville, Kentucky           40210          
(Address of principal executive offices)         (Zip Code)

Registrant's telephone number, including area code (502) 585-1100

Item 2.02. Results of Operations and Financial Condition

Brown-Forman Corporation issued a press release today, August 24, 2005 reporting
results of its  operations for the fiscal quarter ended July 31, 2005. A copy of
this Brown-Forman Corporation press release is attached hereto as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits

 (a)      Not applicable.
 (b)      Not applicable.
 (c)      Exhibits.
          99.1     Press Release, dated August 24, 2005


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.
                                       Brown-Forman Corporation

Date:   August 24, 2005                    By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and
                                                Assistant Corporate Secretary

Exhibit Index
99.1  Press Release, dated August 24, 2005, issued by Brown-Forman Corporation,
      reporting results of operations for the fiscal quarter ended July 31,

                                                                 Exhibit 99.1


Louisville,  KY,  August 24,  2005 -  Brown-Forman  Corporation  today  reported
diluted  earnings  from  continuing  operations of $0.71 per share for the first
quarter ended July 31, 2005, an increase of 46% over the $0.49 per share for the
same period last year.  All financial and  statistical  information  included in
this  press  release  reflects  the  continuing   operations  of  the  Company's
businesses for all periods presented unless otherwise indicated.

Continuing Operations

Earnings growth was driven by continued strong consumer demand for the Company's
premium global brands -- Jack Daniel's Tennessee Whiskey,  Southern Comfort, and
Finlandia Vodka. Volumes of Jack Daniel's,  the Company's leading brand, grew to
over 8 million  nine-liter cases on a twelve month basis, up 9% when compared to
the prior twelve month period.  The Company's  quarterly  results were favorably
affected  by a net  increase  in  global  trade  inventories  and  consideration
received  from  the  buyout  of  the  Company's   distribution  rights  for  the
Glenmorangie  family of brands,  while the prior  year's first  quarter  results
benefited from profits associated with a new product introduction. Adjusting the
quarterly results for these items, earnings per share from continuing operations
grew approximately 19% over the prior year period.

Diluted EPS Growth from Continuing Operations                            46%

   Net increase in global trade inventories                             (21%)
   Consideration from sale of Glenmorangie distribution rights          (14%)
   Absence of profits from new product introduction in prior year         8%

Adjusted EPS Growth from Continuing Operations                           19%(1)

Revenue and gross profit increased 14% and 20%,  respectively,  for the quarter.
Growth was driven by higher  volumes and  improved  margins  for Jack  Daniel's,
Finlandia,  and Southern  Comfort.  Additionally,  improving  volume  trends for
several of the Company's mid-priced wine and spirits brands, coupled with volume
and profit growth from the Company's developing brand portfolio,  contributed to
the robust results.  Advertising and promotion  investments were up $11 million,
or 17%, as the Company  continued  its strategy of  consistent  and  significant
investment behind its premium brands.  SG&A expenses  increased $14 million,  or
14%, reflecting increased pension expenses, legal and transaction advisory fees,
and expenses associated with new distribution agreements in Europe.

Discontinued Operations

On July 21, 2005, the Company announced that it had agreed to sell substantially
all of the assets and liabilities of Lenox,  Incorporated to Department 56, Inc.
for $190  million.  This  transaction  has received  regulatory  approval and is
expected to close during the Company's second quarter.  As a result, the Company
has reported the  operations  of Lenox,  including  the assets not being sold to
Department 56, as discontinued  operations in its financial  statements.  In the
first quarter ended July 31, the Company  reported a net loss from  discontinued
operations of $48 million,  or $0.38 per share, versus a net loss of $9 million,
or $0.07 per share,  for the same prior year  period.  The loss  recorded in the
quarter includes a  previously-disclosed  impairment  charge and fees related to
the transaction of approximately $0.32 per share. Excluding these items, results
from discontinued operations improved slightly over the prior year.

(1) Management believes that disclosing this measure of earnings per share is
    important because it more accurately reflects the underlying operations of
    the Company.

Outlook for Continuing Operations

Chief Executive Officer Paul Varga commented, "First quarter results were strong
and reflect the benefits from the consistent  brand building we've done with our
portfolio in an  environment  that is conducive  to our  investments.  We remain
encouraged about our growth  prospects,  and for the full fiscal year, we expect
earnings in the range of $2.70 to $2.80 per share from continuing operations."

This news release contains statements, estimates, or projections that constitute
"forward-looking  statements"  as defined under U.S.  federal  securities  laws.
Generally,   the  words  "expect,"  "believe,"  "intend,"   "estimate,"  "will,"
"anticipate," and "project," and similar expressions  identify a forward-looking
statement,  which speaks only as of the date the  statement  is made.  Except as
required  by law,  we do not  intend to update  or  revise  any  forward-looking
statements, whether as a result of new information, future events, or otherwise.

We  believe  that  the   expectations   and  assumptions  with  respect  to  our
forward-looking statements are reasonable. But by their nature,  forward-looking
statements involve known and unknown risks, uncertainties and other factors that
in some  cases are out of our  control.  These  factors  could  cause our actual
results to differ materially from  Brown-Forman's  historical  experience or our
present expectations or projections.  Here is a non-exclusive list of such risks
and uncertainties:

 - changes in general economic conditions, particularly in the United States
   where we earn the majority of our profits;
 - a strengthening U.S. dollar against foreign currencies, especially the
   British Pound;
 - reduced bar, restaurant, hotel and travel business in wake of other terrorist
   attacks, such as occurred in September, 2001 in the U.S. and in July, 2005 in
 - developments in the class action lawsuits filed against Brown-Forman and
   other spirits, beer and wine manufacturers alleging that our advertising
   causes illegal consumption of alcohol by those under the legal drinking age,
   or other attempts to limit alcohol marketing, through either litigation or
 - a dramatic change in consumer preferences, social trends or cultural trends
   that results in the reduced consumption of our premium spirits brands;
 - tax increases, whether at the federal or state level;
 - increases in the price of grain and grapes;
 - continued depressed retail prices and margins in our wine business because of
   our excess wine inventories, existing grape contract obligations, and a
   world-wide oversupply of grapes.

                            Brown-Forman Corporation
                        Consolidated Statements of Income
                 (Dollars in millions, except per share amounts)

                                       Three Months Ended
                                            July 31,
                                      2004           2005         Change
                                     ------         ------        ------
   Net sales                         $481.3         $547.5          14%
   Gross profit                       253.4          303.0          20%
   Advertising expenses                61.6           72.3          17%
   Selling, general, and
    administrative expenses            96.3          110.3          14%
   Other expense (income), net         (0.4)         (13.7)
      Operating income                 95.9          134.1          40%
   Interest expense, net                4.9            2.6
      Income before income taxes       91.0          131.5          44%
   Income taxes                        31.2           43.6
      Net income                       59.8           87.9          47%

   Earnings Per Share:
      Basic                            0.49           0.72          47%
      Diluted                          0.49           0.71          46%

   Net loss                           $(8.6)        $(47.6)         47%

   Loss Per Share:
      Basic                           (0.07)         (0.39)         47%
      Diluted                         (0.07)         (0.38)         46%

   Net income                         $51.2          $40.3         (21%)

   Earnings Per Share:
      Basic                            0.42           0.33         (21%)
      Diluted                          0.42           0.33         (22%)

                            Brown-Forman Corporation
                      Condensed Consolidated Balance Sheets
                              (Dollars in millions)

                                                  April 30,            July 31,
                                                    2005                 2005
                                                 --------              --------
Cash and cash equivalents                        $  294.9              $  265.3
Accounts receivable, net                            295.9                 321.0
Inventories                                         469.9                 488.0
Current assets held for sale                        157.6                 176.6
Other current assets                                 96.9                  89.4
                                                  -------               -------
     Total current assets                         1,315.2               1,340.3

Property, plant, and equipment, net                 417.9                 414.2
Trademarks and brand names                          334.2                 331.5
Goodwill                                            192.7                 188.5
Noncurrent assets held for sale                     217.9                 182.4
Other assets                                        171.2                 167.3
                                                  -------               -------
     Total assets                                $2,649.1              $2,624.2
                                                  =======               =======

Accounts payable and accrued expenses            $  264.2              $  227.1
Accrued income taxes                                 41.9                  75.1
Dividends payable                                     --                   29.9
Current portion of long-term debt                   279.3                 249.3
Current liabilities held for sale                    52.7                  63.8
                                                  -------               -------
     Total current liabilities                      638.1                 645.2
Long-term debt                                      351.5                 351.6
Deferred income taxes                               157.8                 155.2
Accrued postretirement benefits                      77.6                  79.4
Noncurrent liabilities held for sale                 82.9                  84.7
Other liabilities                                    31.2                  18.4
                                                  -------               -------
     Total liabilities                            1,339.1               1,334.5

Stockholders' equity                              1,310.0               1,289.7
                                                  -------               -------

Total liabilities and stockholders' equity       $2,649.1              $2,624.2
                                                  =======               =======

                            Brown-Forman Corporation
                 Condensed Consolidated Statements of Cash Flows
                              (Dollars in millions)

                                                          Three Months Ended
                                                               July 31,
                                                        2004              2005
                                                       ------            ------
Cash provided by operating activities                   $79.2             $33.7

Cash flows from investing activities:
   Additions to property, plant, and equipment           (9.3)             (8.6)
   Other                                                 (0.4)             (0.5)
                                                       -------           -------
         Cash used for investing activities              (9.7)             (9.1)

Cash flows from financing activities:
   Net decrease in debt                                 (33.0)            (30.0)
   Dividends paid                                       (25.9)            (29.9)
   Other                                                  5.7               5.7
                                                       -------           -------
         Cash used for financing activities             (53.2)            (54.2)
                                                       -------           -------

Net increase (decrease) in cash and cash equivalents     16.3             (29.6)

Cash and cash equivalents, beginning of period           67.7             294.9
                                                       -------           -------
Cash and cash equivalents, end of period                $84.0            $265.3
                                                       =======           =======

                            Brown-Forman Corporation
                           Continuing Operations Only
                            Supplemental Information
                 (Dollars in millions, except per share amounts)

                                                        Three Months Ended
                                                             July 31,
                                                    2004                  2005
                                                   ------                ------

Depreciation and amortization                       $10.2                 $10.7

Excise taxes                                        $82.0                 $97.7

Effective tax rate                                  34.3%                 33.2%

Cash dividends paid per common share              $0.2125               $0.245

Shares (in thousands) used in the
calculation of earnings per share
   - Basic                                        121,693               121,945
   - Diluted                                      122,414               123,161

These  figures have been prepared in  accordance  with the  company's  customary
accounting practices.