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):     November 30, 2006

                            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

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2.):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

Brown-Forman  Corporation  issued  a press  release  today,  November  30,  2006
reporting  results of its  operations  for the fiscal  quarter ended October 31,
2006. 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 November 30, 2006


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:   November 30, 2006                  By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and
                                                Assistant Corporate Secretary

Exhibit Index
99.1  Press Release, dated November 30, 2006, issued by Brown-Forman
      Corporation, reporting results of operations for the fiscal quarter ended
      October 31, 2006.

                                                                 Exhibit 99.1



First Half Underlying EPS Growth a Strong 9%

Louisville,  KY, November 30, 2006 - Brown-Forman  Corporation reported earnings
per share for its second  quarter ended  October 31, 2006 of $1.00,  up 10% from
the same prior year  period.(1)  The higher  earnings  reflect volume and profit
growth  for the Jack  Daniel's  family of  brands  and  gross  profit  gains for
Southern  Comfort,  Finlandia  and  most of the  company's  other  super-premium
developing brands, including Sonoma-Cutrer, Tuaca, and Woodford Reserve.

Second quarter earnings benefited from a net $0.08 per share gain related to the
sale of an Italian winery  completed in conjunction  with the company's  ongoing
efforts to reduce wine costs and improve the performance of Bolla Italian wines.
Excluding  this  net  gain  and  adjusting  comparisons  for a $0.04  per  share
reduction in tax expense in the prior-year  period,  earnings per share grew 7%.
(The  reduction  in tax  expense in the  prior-year  period  was  related to the
utilization  of a portion  of the  capital  loss  from the sale of Lenox,  which
offset the capital gain associated  with the early  termination of the company's
Glenmorangie distribution rights reported in last year's first quarter).

(1) All financial and statistical information in this press release relates to
    continuing operations of the company's business unless otherwise stated.
    Earnings per share refers to diluted earnings per share.

Revenues grew 10% and gross profit  increased 8% in the quarter.  Comparisons to
the prior  year were,  as in the  previous  quarter,  affected  by  distribution
changes  in Germany  and  Australia.  The  company  is now  responsible  for the
collection and  remittance of excise taxes in these  markets.  The net effect of
these changes reduces the company's reported gross margin. The gross margin on a
stripped net sales basis (gross  profit as a percentage  of net sales  excluding
excise  tax) was  65.3%,  up from  64.9% in the  prior-year  period.  Management
believes excluding excise tax from the gross margin calculation  provides a more
meaningful  comparison due to the changes in distribution  that have occurred in
these two markets.

Advertising  expenses increased $5 million,  or 6% in the quarter as a result of
additional investments behind the company's premium global brands. SG&A expenses
increased  approximately $14 million,  or 12%.  Approximately $6 million of this
growth  over the  prior-year  period  was  related to the  previously  mentioned
changes in the company's distribution arrangements in Australia and Germany.

Operating  income  increased  $22 million in the  quarter,  up 14% over the same
prior year period, due in part to the previously  mentioned net gain on the sale
of the company's Italian winery,  and gross profit gains, which more than offset
increases in both SG&A and brand investments.

Jack  Daniel's  global  depletions(2)  grew at a  mid-single  digit  rate in the
quarter,  with U.S. and international  volumes both increasing in the mid-single
digits.  Solid  volume  gains in  Australia,  France,  Italy,  and Japan  offset
softness  in the  quarter for the brand in the UK,  Germany,  and Spain.  Global
volumes for Southern Comfort grew at a mid-single digit rate in the quarter, led
by continued growth in the U.S.  Finlandia volumes grew at a double-digit  rate,
fueled by continued strong growth in Poland.

(2) Depletions are shipments from wholesale distributors to retail customers,
    and are commonly regarded in the industry as an approximate measure of
    consumer demand.

For the first six months of the fiscal year,  earnings per share were $1.76,  up
9% from the $1.62  earned in the same  period  last year.  Year-to-date  results
benefited from solid growth for Jack Daniel's,  Southern  Comfort,  and improved
volume and profits from the Jack Daniel's & Cola ready-to-drink  product that is
sold  primarily in Australia.  Underlying  earnings per share also  increased 9%
adjusting comparisons for:

 - profits associated with the early termination of Glenmorangie marketing and
   distribution rights recorded last year of approximately $0.11 per share;
 - profits recorded this year from the sale of an Italian winery of
   approximately $0.08 per share;
 - a $0.06 per share benefit of favorable foreign currency fluctuations, and;
 - the impact of changes in global distributor inventories (which negatively
   affected comparisons by $0.02 per share).

Full-Year Outlook

The company is narrowing the range of its full-year earnings outlook to $3.14 to
$3.30 per  share,  representing  forecasted  growth  of 8% to 14% over  adjusted
prior-year  earnings  of $2.90 per share.  This  outlook  includes  the  current
quarter's $0.08 per share gain from the sale of the company's Italian winery and
additional  benefits from foreign  exchange.  It also includes  expected further
reductions in global  distributor  inventory  levels and an expected  higher tax
rate in the second half of the fiscal year versus the prior-year second half.

This outlook  excludes the impact of the company's  pending  acquisition of Casa
Herradura,  which was announced on August 28, 2006. As previously  communicated,
the company projects the acquisition will be dilutive to earnings through fiscal
2009. In fiscal 2007 the company  estimates the transaction will dilute earnings
in the range of $0.08 to $0.12 per share.

Brown-Forman  will host a conference  call to discuss second quarter  results at
10:00 a.m. (EDT) today.  All interested  parties in the U.S. are invited to join
the conference by dialing  888-624-9285  and asking for the  Brown-Forman  call.
International  callers  should dial  706-679-3410  and ask for the  Brown-Forman
call. No password is required.  The company suggests that the participants  dial
in  approximately  ten  minutes  in  advance  of the  10:00  a.m.  start  of the
conference call.

A live  audio  broadcast  of the  conference  call  will also be  available  via
Brown-Forman's  Internet Web site,  www.brown-forman.com,  and then click on the
link to "Investor Information."

For those  unable to  participate  in the live call,  a digital  replay  will be
available by calling  800-642-1687 (U.S.) or 706-645-9291  (international).  The
identification code is 1907926. A digital audio recording of the conference call
will  also be  available  on the web  page  approximately  one  hour  after  the
conclusion of the conference call. The replays will be available for at least 30

Brown-Forman  Corporation is a diversified producer and marketer of fine quality
consumer products,  including Jack Daniel's,  Southern Comfort, Finlandia Vodka,
Canadian  Mist,  Fetzer  and Bolla  Wines,  Korbel  California  Champagnes,  and
Hartmann Luggage.


This 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 a significant portion of our profits;
 - lower consumer confidence or purchasing in the wake of catastrophic events;
 - tax increases, whether at the federal or state level or in major
   international markets and/or tariff barriers or other restrictions affecting
   beverage alcohol;
 - limitations and restrictions on distribution of products and alcohol
   marketing, including advertising and promotion, as a result of stricter
   governmental policies adopted either in the United States or globally;
 - adverse developments in the class action lawsuits filed against Brown-Forman
   and other spirits, beer and wine manufacturers alleging that our industry
   conspired to promote the consumption of alcohol by those under the legal
   drinking age;
 - a strengthening U.S. dollar against foreign currencies, especially the
   British Pound, Euro, Australian Dollar, and the Mexican Peso;
 - reduced bar, restaurant, hotel and travel business, including travel retail,
   in the wake of terrorist attacks;
 - lower consumer confidence or purchasing associated with high energy prices;
 - longer-term, a change in consumer preferences, social trends or cultural
   trends that results in the reduced consumption of our premium spirits brands;
 - changes in distribution arrangements in major markets that limit our ability
   to market or sell our products;
 - increases in the price of energy or raw materials, including grapes, grain,
   wood, glass, and plastic;
 - excess wine inventories or a world-wide oversupply of grapes;
 - termination of our rights to distribute and market agency brands included in
   our portfolio;
 - counterfeit production of our products could adversely affect our
   intellectual property rights, brand equity and operating results;
 - adverse developments as a result of state investigations of beverage alcohol
   industry trade practices of suppliers, distributors and retailers.

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

                                       Three Months Ended
                                          October 31,
                                      2005           2006         Change
                                     ------         ------        ------
   Net sales                         $665.8         $735.3          10%
   Gross profit                       357.4          385.4           8%
   Advertising expenses                87.4           92.7           6%
   Selling, general, and
    administrative expenses           110.2          123.8          12%
   Other expense (income), net         (0.4)         (13.2)
      Operating income                160.2          182.1          14%
   Interest expense, net                1.3            1.9
      Income before income taxes      158.9          180.2          13%
   Income taxes                        47.1           55.9
      Net income                      111.8          124.3          11%

   Earnings per share:
      Basic                            0.92           1.01          10%
      Diluted                          0.91           1.00          10%

   Net loss                          $ (3.0)        $ (0.5)

   Loss per share:
      Basic                           (0.03)            --
      Diluted                         (0.03)            --

   Net income                        $108.8         $123.8          14%

   Earnings per share:
      Basic                            0.89           1.01          13%
      Diluted                          0.88           1.00          13%


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

                                        Six Months Ended
                                          October 31,
                                      2005           2006         Change
                                     ------         ------        ------
   Net sales                       $1,213.2       $1,375.0          13%
   Gross profit                       660.4          736.7          12%
   Advertising expenses               159.7          174.0           9%
   Selling, general, and
    administrative expenses           220.5          254.7          16%
   Other expense (income), net        (14.2)         (15.3)
      Operating income                294.4          323.3          10%
   Interest expense, net                4.0            3.1
      Income before income taxes      290.4          320.2          10%
   Income taxes                        91.1          102.0
      Net income                      199.3          218.2           9%

   Earnings per share:
      Basic                            1.64           1.78           9%
      Diluted                          1.62           1.76           9%

   Net loss                          $(77.7)        $ (0.6)

   Loss per share:
      Basic                           (0.64)         (0.01)
      Diluted                         (0.63)         (0.01)

   Net income                        $121.6         $217.6          79%

   Earnings per share:
      Basic                            1.00           1.77          78%
      Diluted                          0.99           1.75          78%


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

                                                 April 30,           October 31,
                                                   2006                  2006
                                                 --------              --------
Cash and cash equivalents                        $  474.8              $  222.6
Short-term investments                              159.9                 190.2
Accounts receivable, net                            328.4                 441.7
Inventories                                         523.0                 593.7
Other current assets                                124.0                 107.8
                                                  -------               -------
     Total current assets                         1,610.1               1,556.0

Property, plant, and equipment, net                 428.5                 427.5
Trademarks and brand names                          324.9                 442.1
Goodwill                                            195.4                 324.3
Prepaid pension cost                                146.1                 140.1
Other assets                                         23.2                  35.2
                                                  -------               -------
     Total assets                                $2,728.2              $2,925.2
                                                  =======               =======

Accounts payable and accrued expenses            $  292.9              $  341.9
Accrued income taxes                                 48.3                  48.5
Short-term borrowings                               225.0                 197.2
Other current liabilities                             2.9                   2.7
                                                  -------               -------
     Total current liabilities                      569.1                 590.3

Long-term debt                                      351.6                 353.7
Deferred income taxes                               132.8                 131.3
Accrued postretirement benefits                      77.9                  81.0
Other liabilities                                    33.7                  19.3
                                                  -------               -------
     Total liabilities                            1,165.1               1,175.6

Stockholders' equity                              1,563.1               1,749.6
                                                  -------               -------

Total liabilities and stockholders' equity       $2,728.2              $2,925.2
                                                  =======               =======


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

                                                           Six Months Ended
                                                              October 31,
                                                        2005              2006
                                                       ------            ------
Cash flows from operating activities:
   Continuing operations                               $ 84.0            $105.2
   Discontinued operations                              (18.1)              1.6
                                                       -------           -------
         Cash provided by operating activities           65.9             106.8

Cash flows from investing activities:
   Acquisition of business                                 --            (250.6)
   Short-term investments                                  --             (30.3)
   Proceeds from sale of discontinued operations        196.5                --
   Additions to property, plant, and equipment          (21.0)            (21.2)
   Other                                                 (2.1)             11.3
                                                       -------           -------
         Cash provided by (used for)
          investing activities                         (173.4)           (290.8)

Cash flows from financing activities:
   Net debt repayments                                  (30.0)            (30.2)
   Dividends paid                                       (59.8)            (68.8)
   Other                                                  7.5              30.3
                                                       -------           -------
         Cash used for financing activities             (82.3)            (68.7)

Effect of exchange rate changes
 on cash and cash equivalents                              --               0.5
                                                       -------           -------

Net increase (decrease) in cash and cash equivalents    157.0            (252.2)

Cash and cash equivalents, beginning of period          294.9             474.8
                                                       -------           -------
Cash and cash equivalents, end of period               $451.9            $222.6
                                                       =======           =======


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

                                                        Three Months Ended
                                                            October 31,
                                                    2005                  2006
                                                   ------                ------

Depreciation and amortization                       $10.9                 $10.5

Excise taxes                                       $115.4                $145.0

Effective tax rate                                  29.7%                 31.0%

Cash dividends paid per common share               $0.245                $0.280

Shares (in thousands) used in the
calculation of earnings per share
   - Basic                                        122,016               122,873
   - Diluted                                      123,242               124,291

                                                         Six Months Ended
                                                            October 31,
                                                    2005                  2006
                                                   ------                ------

Depreciation and amortization                       $21.7                 $20.7

Excise taxes                                       $213.0                $273.4

Effective tax rate                                  31.4%                 31.9%

Cash dividends paid per common share               $0.490                $0.560

Shares (in thousands) used in the
calculation of earnings per share
   - Basic                                        121,978               122,742
   - Diluted                                      123,199               124,178

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