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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000950144-01-002863.txt : 20010224
<SEC-HEADER>0000950144-01-002863.hdr.sgml : 20010224
ACCESSION NUMBER:		0000950144-01-002863
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20010215
ITEM INFORMATION:		
FILED AS OF DATE:		20010216

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BROWN FORMAN CORP
		CENTRAL INDEX KEY:			0000014693
		STANDARD INDUSTRIAL CLASSIFICATION:	BEVERAGES [2080]
		IRS NUMBER:				610143150
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0430

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	002-26821
		FILM NUMBER:		1548637

	BUSINESS ADDRESS:	
		STREET 1:		850 DIXIE HWY
		CITY:			LOUISVILLE
		STATE:			KY
		ZIP:			40210
		BUSINESS PHONE:		5025851100

	MAIL ADDRESS:	
		STREET 1:		P O BOX 1080
		CITY:			LOUISVILLE
		STATE:			KY
		ZIP:			40201

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BROWN FORMAN INC
		DATE OF NAME CHANGE:	19870816

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BROWN FORMAN DISTILLERS CORP
		DATE OF NAME CHANGE:	19840807

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BROWN FORMAN DISTILLERY CO
		DATE OF NAME CHANGE:	19670730
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>g67140e8-k.txt
<DESCRIPTION>BROWN-FORMAN CORPORATION
<TEXT>

<PAGE>   1
                       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):

                                February 15, 2001
- --------------------------------------------------------------------------------

                            Brown-Forman Corporation
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

Delaware                          1-123                               61-0243150
- --------------------------------------------------------------------------------
(State or other                   (Commission                   (I.R.S. Employer
jurisdiction                      File Number)               Identification No.)
of incorporation)

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

Registrant's telephone number, including area code:      (502) 582-1601
                                                   ---------------------------






<PAGE>   2

Item 9.

        By press release dated February 15, 2001, Brown-Forman announced
earnings for the quarter ended January 31, 2001, as well as a conference call to
discuss the earnings release. An audio broadcast of the conference call is
available via Brown-Forman's Internet web site (http://www.brown-forman.com).

        A copy of the press release issued publicizing these earnings and the
related conference call is filed herewith as Exhibit 99.

Factors Affecting Forward-Looking Statements:

The earnings release and the conference call described in this filing may make
forward-looking statements related to our anticipated financial performance,
business prospects, new products, and similar matters. We make several such
statements in the discussion and analysis which follows, but we do not guarantee
that the results indicated will actually be achieved. The Private Securities
Litigation Reform Act of 1995 provides a safe harbor for forward-looking
statements. To comply with the terms of the safe harbor, we note that the
following non-exclusive list of important risk factors could cause our actual
results and experience to differ materially from the anticipated results or
other expectations expressed in those forward-looking statements:

Generally: We operate in highly competitive markets. Our business is subject to
changes in general economic conditions, changes in consumer preferences, the
degree of acceptance of new products, and the uncertainties of litigation. As
our business continues to expand outside the United States, our financial
results are more exposed to foreign exchange rate fluctuations and the health of
foreign economies.

Beverage Risk Factors: The U.S. beverage alcohol business is highly sensitive to
tax increases; an increase in the federal excise tax (which we do not anticipate
at this time) would depress our domestic beverage business. Our current outlook
for our domestic beverage business anticipates continued success of Jack
Daniel's Tennessee Whiskey, Southern Comfort, and our other core wine and
spirits brands. Current expectations for our foreign beverage business could
prove to be optimistic if the U.S. dollar strengthens against other currencies
or if economic conditions deteriorate in the principal countries to which we
export our beverage products, including the United Kingdom, Germany, Japan, and
Australia. The wine and spirits business, both in the United States and abroad,
is also sensitive to political and social trends. Legal or regulatory measures
against beverage alcohol (including its advertising and promotion) could
adversely affect sales. Product liability litigation against the alcohol
industry, while not currently a major risk factor, could become significant if
new lawsuits were filed against alcohol manufacturers. Current expectations
for our global beverage business may not be met if consumption trends do not
continue to increase. Profits could also be affected if grain or grape prices
increase.

Consumer Durables Risk Factors: Earnings projections for our consumer durables
segment anticipate a continued strengthening of our Lenox and Hartmann
businesses. These projections could be offset by factors such as poor consumer
response to direct mail, a soft retail environment at outlet malls,


<PAGE>   3

further department store consolidation, or weakened demand for tableware,
giftware and/or leather goods.

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)


February 15, 2001                   /s/ Roger Shannon
- ----------------------------        -------------------------------------------
           (Date)                   Roger Shannon, Assistant Treasurer


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>g67140ex99.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>   1
                                                                      Exhibit 99



                                                           FOR IMMEDIATE RELEASE

BROWN-FORMAN REPORTS RECORD THIRD QUARTER EARNINGS

         LOUISVILLE, KY, February 15, 2001 - Brown-Forman Corporation reported
record results for the quarter ended January 31, 2001, as net earnings rose 3%
to $56.3 million, or $.82 per share. Operating income increased 4% over last
year's third quarter, when sales were lifted by activity surrounding the 2000
millennium celebration. Quarterly results were adversely affected by expenses
associated with the company's participation in the Seagram auction and
continuing unfavorable exchange rates.

         Brown-Forman's year-to-date performance also reached record levels, as
earnings for the nine months improved 8% on a 6% gain in gross profit.

WINES & SPIRITS

         Beverage operating income grew 5% for the quarter, with segment
earnings up 7% for the nine months ended January. Gross profit during the
quarter improved 3%, while sales were even against last year's comparable
period, which benefited from strong millennial business. Comparative results
were diminished by a challenging December trading environment as well as
unfavorable exchange rates. Brown-Forman's sales of used barrels to Scotch
whisky distillers are also down substantially this year, reflecting a recent
industry decline in the production of Scotch.

         Long-term measures for most of the company's premium brands remain
healthy. Jack Daniel's continues to grow on a worldwide basis, but at a more
moderate pace in the U.S. than last year. Year-to-date depletions (shipments
from wholesalers to retailers) are also positive for Southern Comfort, Finlandia
and Bolla.

                                     (more)


<PAGE>   2

CONSUMER DURABLES

         Operating income for Brown-Forman's Consumer Durables segment improved
2% for the third quarter and was up 14% for the nine months ended January. Lenox
Collections reported vibrant sales and profit growth for the quarter, while
results for other consumer durable divisions generally trailed last year's
performance. The outlook for full-year segment earnings growth has moderated to
a range of 7% to 9%, largely due to lower expectations for Hartmann Luggage.

OUTLOOK

         Brown-Forman's prospects for long-term growth remain positive, based
upon favorable demographic trends and benefits from sustained brand investments.
Signs of a slowing U.S. economy, Hartmann's recent weak performance and a
continued movement toward lower beverage trade inventories suggest that the
company's earnings growth rate will moderate for the balance of the fiscal year.
Brown-Forman has also tempered its outlook for fiscal 2002 earnings growth to a
rate in the high single-digit range.

CONFERENCE CALL

         Brown-Forman will host a conference call to discuss its third quarter
results at 10:00 a.m. EST on Thursday, February 15. All interested parties in
the U.S. are invited to join the conference by dialing 888-624-9285 and asking
for the Brown-Forman call. International callers should dial 706-679-3410 and
ask for the Brown-Forman call. No password is required. The company suggests
that participants dial in approximately ten minutes in advance of the 10:00 a.m.
start of the conference call.

         A live audio broadcast of the conference call will also be available
via Brown-Forman's Internet web site, www.brown-forman.com. Click on "Investor
Information" to access the conference call. For those unable to participate in
the live call, an audio recording of the conference call will be available on
the web page approximately one hour later.



                                     (more)


<PAGE>   3

         Brown-Forman Corporation is a diversified producer and marketer of fine
quality consumer products, including Jack Daniel's, Canadian Mist, Southern
Comfort, Fetzer and Bolla wines, Korbel California Champagnes, Lenox, Dansk,
Gorham tableware and giftware, and Hartmann Luggage.

NOTE ON FORWARD-LOOKING STATEMENTS: This press release contains forward-looking
statements that Brown-Forman is making in good faith, but which should not be
interpreted as a guarantee that Brown-Forman will actually achieve the results
indicated. In this connection, please refer to the risk factors identified in
Part I, Item 2, on pages 9 and 10 of the company's Quarterly Report on Form 10-Q
for the period ended October 31, 2000.



                                     (more)


<PAGE>   4
                            BROWN-FORMAN CORPORATION
                              LOUISVILLE, KENTUCKY
                        CONSOLIDATED STATEMENTS OF INCOME
                 (Dollars in millions, except per share amounts)


<TABLE>
<CAPTION>
                                         THREE MONTHS ENDED
                                            JANUARY 31,

                                  2000          2001             CHANGE
<S>                            <C>           <C>                 <C>
Net Sales                      $   557.3     $   559.4             -%
 Wine & Spirits                    393.0         394.0             -%
 Consumer Durables                 164.3         165.4             1%

Gross Profit                   $   283.8     $   290.3             2%
 Wine & Spirits                    203.1         209.0             3%
 Consumer Durables                  80.7          81.3             1%

Operating Income               $    87.1     $    90.8             4%
 Wine & Spirits                     74.0          77.5             5%
 Consumer Durables                  13.1          13.3             2%

  Interest Expense, net              0.8           2.3

Income Before Income Taxes     $    86.3     $    88.5             2%

  Taxes on Income                   31.5          32.2

Net Income                     $    54.8     $    56.3             3%

Earnings Per Share
- - Basic and Diluted            $    0.80     $    0.82             3%
</TABLE>



                                     (more)


<PAGE>   5

                            BROWN-FORMAN CORPORATION
                              LOUISVILLE, KENTUCKY
                        CONSOLIDATED STATEMENTS OF INCOME
                 (Dollars in millions, except per share amounts)




<TABLE>
<CAPTION>
                                          NINE MONTHS ENDED
                                            JANUARY 31,

                                  2000          2001             CHANGE
<S>                            <C>           <C>                 <C>
Net Sales                      $ 1,635.9     $ 1,672.2             2%
 Wine & Spirits                  1,175.3       1,188.5             1%
 Consumer Durables                 460.6         483.7             5%

Gross Profit                   $   836.6     $   885.3             6%
 Wine & Spirits                    607.9         641.2             5%
 Consumer Durables                 228.7         244.1             7%

Operating Income               $   265.8     $   287.4             8%
 Wine & Spirits                    225.7         241.7             7%
 Consumer Durables                  40.1          45.7            14%

  Interest Expense, net              4.2                         6.1

Income Before Income Taxes     $   261.6     $   281.3             8%

  Taxes on Income                   95.5                       102.4

Net Income                     $   166.1     $   178.9             8%

Earnings Per Share
 - Basic and Diluted           $    2.42     $    2.61             8%
</TABLE>



                                     (more)


<PAGE>   6
                            BROWN-FORMAN CORPORATION
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                              (Dollars in millions)



<TABLE>
<CAPTION>
                                    THREE MONTHS ENDED NINE MONTHS
                                               ENDED

                                  JANUARY 31,             JANUARY 31,
                               2000        2001        2000         2001
<S>                          <C>         <C>         <C>          <C>
Net sales                    $  557.3    $  559.4    $1,635.9     $1,672.2
Excise taxes                     62.9        64.1       191.6        192.3
Cost of sales                   210.6       205.0       607.7        594.6

   Gross profit                 283.8       290.3       836.6        885.3

Advertising expenses             75.4        74.5       217.7        229.0
Selling, general, and
 administrative expenses        121.3       125.0       353.1        368.9

   Operating income              87.1        90.8       265.8        287.4

Interest income                   2.6         2.0         7.3          6.8
Interest expense                  3.4         4.3        11.5         12.9

   Income before
    income taxes                 86.3        88.5       261.6        281.3

Taxes on income                  31.5        32.2        95.5        102.4

   Net income                    54.8        56.3       166.1        178.9
</TABLE>



                                     (more)


<PAGE>   7
                            BROWN-FORMAN CORPORATION
                            SUPPLEMENTAL INFORMATION
                              (Dollars in millions)



<TABLE>
<CAPTION>
                                 THREE MONTHS             NINE MONTHS
                                     ENDED                   ENDED
                                  JANUARY 31,             JANUARY 31,
                               2000        2001        2000         2001
<S>                          <C>         <C>         <C>          <C>
EBITDA                       $  101.6    $  106.8    $  310.6     $  335.9

Depreciation and             $   14.5    $   16.1    $   44.8         48.5
Amortization

Capital Expenditures         $   18.5    $   24.0    $   48.9     $   74.1

Effective Tax Rate               36.5%       36.4%       36.5%        36.4%

Shares (in thousands) used
  in the calculation of
  earnings per share
 - Basic                       68,510      68,460      68,509       68,482
 - Diluted                     68,573      68,599      68,585       68,563
</TABLE>










                 These figures have been prepared in accordance
               with the company's customary accounting practices.




                                      # # #

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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