UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             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 28, 2006
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                            Brown-Forman Corporation
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             (Exact name of registrant as specified in its charter)

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

850 Dixie Highway, Louisville, Kentucky            40210
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(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. below):

[ ] 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 8.01.  OTHER EVENTS

On August 28, 2006, Brown-Forman  Corporation announced that it has entered into
an Asset Purchase  Agreement  with Jose  Guillermo  Romo de la Pena,  Luis Pedro
Pablo Romo de la Pena, Grupo Industrial Herradura,  S.A. de C.V., and certain of
their affiliates (the "Purchase Agreement"), pursuant to which Brown-Forman will
acquire substantially all of the assets and assume selected liabilities of Grupo
Industrial Herradura.  The Purchase Agreement has been approved by all necessary
corporate and shareholder actions, including the approval of the stockholders of
Grupo Industrial Herradura. The closing of the transactions  contemplated by the
Purchase Agreement, which is expected to occur in the fourth calendar quarter of
2006, is subject to customary conditions, including expiration or termination of
the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended, the issuance of a non-objection  opinion by the Mexican
Federal  Competition  Commission and receipt of other  regulatory  approvals and
permits.  A copy  of the  press  release  announcing  entry  into  the  Purchase
Agreement  is attached  hereto as Exhibit  99.1 and  incorporated  by  reference
herein.


ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

       (D)  EXHIBITS.

EXHIBIT     DESCRIPTION

99.1        Press Release, dated August 28, 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
                                        (Registrant)

August 28, 2006                         By: /s/ Nelea A. Absher
-------------------                         -----------------------------------
(Date)                                      Name:  Nelea A. Absher
                                            Title: Vice President and Assistant
                                                   Corporate Secretary






                                 EXHIBIT INDEX

99.1    Press Release, dated August 28, 2006, issued by Brown-Forman
        Corporation.