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):     January 18, 2005 (January 13, 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.)
 incorporation)

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

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



Item 8.01.  Other Events

Brown-Forman  Corporation  (the "Company") has been advised that the trustee for
the W.L.  Lyons Brown,  Jr. Trust has entered into a Rule 10b5-1 trading plan to
sell up to a total of approximately  1.4 million shares of the nonvoting Class B
Common Stock of the Company owned by the trust. W.L. Lyons Brown, Jr., the Chief
Executive Officer of the Company until his retirement in 1993, is an advisor and
a contingent  beneficiary  of the trust.  Under the plan,  shares may be sold so
long as the gross  sales  price is not less than a  specified  amount per share,
subject  to  certain  limitations.  Sales  may be made  under  the plan  through
December  31, 2005  unless the plan is  terminated  before that date.  Under the
plan, neither Mr. Brown nor any of the other advisors to the trust (Owsley Brown
Frazier and Dace Brown  Stubbs,  both  directors of the  Company)  will have any
control  over the timing of any sales under the plan.  There can be no assurance
that the shares covered by the plan will be sold.

The Company was informed  that the trust entered into the plan for liquidity and
investment diversification purposes.




                                   SIGNATURES

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)


Date:   January 18, 2005                   By:  /s/ Nelea A. Absher
                                                Nelea A. Absher
                                                Vice President and
                                                Assistant Corporate Secretary