Free Writing Prospectus
(to the Preliminary Prospectus Supplement dated March 28, 2007)
Filed Pursuant to Rule 433
Registration No. 333-140317
$150,000,000
3-Year Floating Rate Senior Unsecured Notes
Term Sheet
| Issuer: | Brown-Forman Corp. | |||
| Issue Ratings: | A2 (Moody’s) / A (S&P) | |||
| Size: | $150,000,000 | |||
| Security Type: | SEC Registered Senior Unsecured Notes | |||
| Maturity: | April 1, 2010 | |||
| Public Offering Price: | 100.000% | |||
| Interest Rate Basis: | LIBOR | |||
| Index Maturity: | Three Months | |||
| Spread: | 3 month LIBOR + 10 bps | |||
| Interest Payment Dates: | Each April 1, July 1, October 1, and January 1, commencing July 1, 2007 | |||
| Interest Reset Dates: | Each April 1, July 1, October 1, and January 1, commencing July 1, 2007 | |||
| Interest Determination Dates: | Two London Business Days preceding each Interest Reset Date | |||
| First Coupon: | July 1, 2007 | |||
| Settlement: | T+3 (April 2, 2007) | |||
| Day Count: | Actual/360 | |||
| CUSIP: | 115637AG5 | |||
| Joint Bookrunning Managers: | Banc of America Securities LLC Citigroup Global Markets Inc. J.P. Morgan Securities Inc. | |||
| Co-Managers: | HSBC Securities (USA) Inc. NatCity Investments, Inc. SunTrust Capital Markets, Inc | |||
Note:A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the Securities and Exchange Commission for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the Securities and Exchange Commission’s website atwww.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Banc of America Securities LLC toll-free at 1-800-294-1322, J.P. Morgan Securities Inc. collect at 212-834-4533 or Citigroup Global Markets Inc. toll-free at 1-877-858-5407.