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):     February 25, 2009

                            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:

[ ] 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 5.02.  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 25, 2009,  Brown-Forman  Corporation (the "Company")  announced that
effective  May 1, 2009,  James L.  Bareuther  will move into the new position of
Executive Vice President for Global Business  Development  for the Company.  Mr.
Bareuther,  age 63, is  currently  an  Executive  Vice  President  and the Chief
Operating Officer for the Company,  a position in which he has served since July
2006.  From August 2003 to July 2006, he served as Executive  Vice President and
Chief  Operating  Officer  of  Brown-Forman  Beverages,   overseeing  operations
globally for the Company's spirits and wine brands.  Mr. Bareuther has been with
the Company since 1994.

The Company also  announced on February 25, 2009 that Mark I.  McCallum is being
appointed  as  Executive  Vice  President  and Chief  Operating  Officer  of the
Company,  effective May 1, 2009. Mr.  McCallum,  age 54, has served as Executive
Vice  President and Chief Brands  Officer for the Company  since May 2006.  From
July 2003 to May 2006, he was Senior Vice President and Chief Marketing Officer,
responsible  for the  marketing  and  global  brand  development  for all of the
Company's spirits and wine brands. From 2001 to 2003, Mr. McCallum was Executive
Vice President of Marketing for Darden Restaurants.

The terms of any amended  compensation  arrangements  for Mr.  Bareuther and Mr.
McCallum in connection with these  appointments have not been determined at this
time,  but will be reported when  finalized  and approved.  There are no related
person  transactions  between  the  Company  and  either  Mr.  Bareuther  or Mr.

Item 7.01.  Regulation FD Disclosure

A copy of the press release issued in connection  with  appointments  of certain
officers of the Company is furnished herewith as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits

(d)  Exhibits.

      99.1     Press release dated February 25, 2009.


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:   February 25, 2009                  By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and
                                                Associate General Counsel

Exhibit Index

Number     Description

99.1       Press Release issued by Brown-Forman Corporation on February 25,

                                                                 Exhibit 99.1



Louisville,  KY,  February  25, 2009 - As a next step in a  succession  planning
process that has occurred over the last several  years,  Brown-Forman  announced
today that long-term  senior  executive James L. Bareuther has been appointed to
the new position of executive  vice president for global  business  development,
effective  May 1. He will  continue to report to  Brown-Forman  Chief  Executive
Officer Paul Varga.

In his new role,  Bareuther  will continue to serve on the company's most senior
leadership  team and he will be  responsible  for  Brown-Forman's  work with key
industry  organizations  in the global  spirits  and wine  business.  He will be
particularly active with The Distilled Spirits Council of the U.S. (DISCUS), The
Century  Council,  and the Wine  Institute,  and will work very closely with the
company's corporate affairs team on global trade policies and practices.

Bareuther,  who will reach the  company's  mandatory  retirement  age in October
2010, has served as executive vice president and chief operating officer for the
company since 2003. He has been with Brown-Forman since 1994.

"This natural next phase in our  succession  process is something that Jim and I
have  been  working  on for some  time,  and  with  about 18  months  until  his
retirement,  we both  believe  this  is a good  time  to  take  the  step we are
announcing  today." said  Brown-Forman  Chief Executive Officer Paul Varga. "Jim
has done a superb job over the years for both our company and our  industry  and
we look forward to him continuing to play a strong leadership role over the next
year and a half."

Brown-Forman  also  announced  that  Mark  McCallum  has been  named to  succeed
Bareuther as the company's executive vice president and chief operating officer,
effective  May  1.  In  his  new  role,   McCallum  will  be   responsible   for
Brown-Forman's  regional  business  activities  across the globe.  He, too, will
report to CEO Paul Varga.

McCallum joined  Brown-Forman in 2003 as chief marketing officer for its spirits
brands and in 2006, he was promoted to chief brands officer, responsible for the
global brand  development  and marketing  for all of the  company's  spirits and
wines  brands.  Prior  to  joining  Brown-Forman,  McCallum  spent  25  years in
executive  positions  around the world with  Darden  Restaurants,  Vlasic  Foods
International,  the Campbell Soup Company, and General Foods/Cadbury  Schweppes,

"Mark has done great  work with our  brands  over the last five years and he has
made significant  contributions as an executive leader at Brown-Forman,"  stated
Varga. "His breadth of international  experience and commitment to producing the
highest quality results will serve him well as our new chief operating officer."

Brown-Forman  Corporation  is a producer and  marketer of fine quality  beverage
alcohol brands, including Jack Daniel's, Southern Comfort,  Finlandia,  Canadian
Mist,   Fetzer,   Korbel,   Gentleman  Jack,  el  Jimador,   Tequila  Herradura,
Sonoma-Cutrer, Chambord, Tuaca, Woodford Reserve, and Bonterra.


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:

 - Continuation of the U.S. or global economic downturn or ongoing turmoil in
   world financial markets (and related credit and capital market instability
   and illiquidity; decreased consumer and trade spending; higher unemployment;
   supplier, customer and consumer credit problems, etc.);
 - pricing, marketing and other competitive activity focused against our major
 - continued or further decline in consumer confidence or spending, whether
   related to U.S. and global economic conditions, war, natural disasters,
   terrorist attacks or other factors;
 - tax increases, changes in tax rules (e.g., LIFO treatment for inventory),
   tariff barriers and/or other restrictions affecting beverage alcohol, whether
   at the U.S. federal or state level or in other major markets around the
   world, and the unpredictability or suddenness with which they can occur;
 - 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 in our other
   major markets;
 - fluctuations in the U.S. Dollar against foreign currencies, especially the
   British Pound, Euro, Australian Dollar, Polish Zloty and the South African
 - reduced bar, restaurant, hotel and other on-premise business, including
   consumer shifts to discount stores and other price sensitive purchases and
 - longer-term, a change in consumer preferences, societal attitudes or cultural
   trends that results in the reduced consumption of our premium spirits brands
   or our ready-to-drink products;
 - distribution arrangement changes in major markets that limit our ability to
   market or sell our products;
 - adverse impacts as a consequence of our acquisitions, acquisition strategies,
   integration of acquired businesses, or conforming them to the company's trade
   practice standards, financial controls environment and U.S. public company
 - price increases in energy or raw materials, such as grapes, grain, agave,
   wood, glass, and plastic;
 - changes in climate conditions, agricultural uncertainties, our suppliers'
   financial hardships or other supply limitations that adversely affect supply,
   price, availability, quality, or health of grapes, agave, grain, glass,
   closures or wood;
 - negative public media related to our company, brands, personnel, operations,
   business performance or prospects;
 - counterfeit production, tampering, or contamination of our products and any
   resulting negative effect on our sales, intellectual property rights, or
   brand equity;
 - adverse developments stemming from state or federal investigations of
   beverage alcohol industry marketing or trade practices of suppliers,
   distributors or retailers; and
 - impairment in the recorded value of inventory, fixed assets, goodwill or
   other acquired intangibles.