BROWN FORMAN CORP
Date of Report (Date of
earliest event reported):     March 21, 2006 (March 15, 2006)
Brown-Forman Corporation
Delaware                  002-26821            61-0143150
(State or other            (Commission         (I.R.S. Employer
jurisdiction of            File Number)       Identification No.)
incorporation)
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. 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 1.01.  Entry Into A Material Definitive Agreement
On March 15,  2006,  Brown-Forman  Corporation  (the  "Company")  entered into a
definitive  asset  purchase  agreement  with Chatam  International  Incorporated
("Chatam"),  Charles  Jacquin et Cie, Inc.  ("Charles  Jacquin") and N.J.  "Sky"
Cooper,  John A. Cooper and Robert J.  Cooper.  Concurrently,  the Company  also
entered into a related definitive stock purchase agreement with Chatam,  Charles
Jacquin,  Chambord et. Cie SARL,  R&J Liqueurs EURL and those same  individuals.
These  agreements  provide for the  purchase of the  Chambord  brand and related
assets,  including an entity that will hold and operate the Chambord business in
France,  for an  aggregate  purchase  price  of $255  million  in cash  plus the
assumption  of  selected  liabilities,  with the cash  consideration  subject to
adjustment as described below.
The  proposed  acquisition,  which is expected to close in the  Company's  first
quarter  of the fiscal  year  ending  April 30,  2007,  is subject to  customary
closing  conditions,  including the  expiration or termination of the applicable
waiting period under the Hart-Scott-Rodino  Antitrust  Improvements Act of 1976,
as  amended,  receipt  of  other  regulatory  approvals  and  licenses  and  the
consummation  of the  contribution  of the  Chambord  business  in France to the
entity that the Company will acquire  under the stock  purchase  agreement.  The
definitive agreements include customary representations,  warranties,  covenants
and mutual indemnification  obligations,  including an escrow for the benefit of
the Company of $50 million of the aggregate purchase price for an eighteen-month
period  after the  closing  of the  acquisition.  In  addition,  the  definitive
agreements may be terminated  upon the occurrence of certain  events,  including
the failure to consummate the proposed acquisition by September 30, 2006 subject
to certain conditions.  The aggregate purchase price is subject to adjustment in
several  circumstances.  Under the asset purchase  agreement,  the consideration
payable  will  be  adjusted  based  on the  closing  inventory  included  in the
purchased assets. Under the stock purchase agreement,  the consideration payable
will be adjusted based on the closing working capital and net debt levels of the
company to be acquired.
The proposed  acquisition is anticipated to be financed using available cash and
borrowings under the Company's credit facility with its senior lenders.
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.
Date:   March 21, 2006                     By:  /s/ Nelea A. Absher
Nelea A. Absher
Vice President and Assistant