Joe B. Brown

Abbott Labs (ABT) — Int/Div — Buy

Adidas (ADDYY) — Int/Div — Buy

Adobe Systems (ADBE) — Int/Div — Buy

Alerian MLP ETF (AMLP — Int/Div — Sold — Remarks

Amazon (AMZN) — Int/Div — Buy

Amencan Beacon (AAIPX) — Int/Div — Buy

American Capital World Growth (CWGIX) — Int/Div — Buy

American Capital World Growth (CWGIX) — Sold (part)

American Century Large Company Value (ALVIX) — Int/Div — Buy

American Century Large Company Value (ALVIX) — Sold — all sold

American Century Small Cap (ACVIX) — Int/Div — Buy

American Century Small Cap (ACVIX) — Sold — at loss

American Grwth Fund of America (AFAFX) — Int/Div — Buy

American Grwth Fund of America (AFAFX) — Buy (add'l)

American Europacfic Grwth (AEGFX) — Distribution — Buy

American Express Stock (AXP) — Int/Div

American Express Stock (AXP) — Sold (part)

American Express Stock (AXP) — Sold (part)

Apache Corp (APA) — Int/Div — Buy

Apple (AAPL) — Int/Div — Buy (add'l)

Artio Global Invt Funds (JSCIX) — None — Buy

Artio Global Invt Funds (JSCIX) — Sold — Sold at loss

Ascena Retail Group (ASNA) — Int/Div — Buy

AT&T(T) — Int/Div — Sold — sold

Automatic Data Processing (ADP) — Int/Div — Buy

BB&T Corp (BBT) — Int/Div — Buy

Bed Bath & Bevond (BBBY) — Int/Div — Buy

Berkshire Hathaway (BRKZB) — None — Sold — sold at loss

Blackrock Core Bond Portfolio (BFMCX) — None — Buy

Blackrock Core Bond Portfolio (BFMCX) — Sold — sold at loss

Blackrock Util and Telecom (MDGUX) — Int/Div

Broad Com Corp (BRCM) — Int/Div — Buy

Canadian National Railway (CN) — Int/Div — Sold

Capitol One Fil (COF) — Int/Div — Buy

Capital World Gr & line Fund (CWGIX) — Int/Div

Car Max Stock (KMX) — Int/Div — Sold

Caterpiliter (CAT) — Int/Div — Sold (part) — at loss

Celegene Corp (CELG) — Int/Div — Buy

Centerpoint Energy (CNP) — None — Buy

Centerpoint Energy (CNP) — Sold

CF Industries Holding (CF) — Int/Div — Buy

Chevron (CVX) — Int/Div — Buy

Cisco Sys Inc (CSCO) — Int/Div — Buy (add'l)

CIT Group (CIT) — Int/Div — Buy

CITIGROUP (C) — Int/Div — Buy

CMS Energy (CMS) — Int/Div — Buy

Coach (COH) — Int/Div — Buy

Coach (COH) — Sold — sold

Colgate Palmolive (CL) — Int/Div — Buy

Comcast (CMCSA) — Int/Div — Buy

Comerica (CMA) — Int/Div — Buy

Comerica (CMA) — Sold — at loss

American Century Small Cap (ACVIX) — Int/Div — Buy

Credit Suisse (CRSOX) — None — Buy

Credit Suisse (CRSOX) — Sold

CVS/Caremark (CVS) — Int/Div — Buy

Danahner (DHR) — Int/Div — Buy

Disney Walt (DIS) — Int/Div — Buy

Dodge & Cox (DODFX) — Int/Div — Buy

EM C Corp (EMC) — Int/Div — Buy

Enegizer Hlodings (ENG) — Int/Div — Buy

Expres Scripts (ESRX) — Int/Div — Buy

Exxon (XOM) — Int/Div — Buy

Facebook Inc (FB) — Int/Div — Buy

Fedix (FDX) — Int/Div — Sold — at loss

First Eagle Overseas (SGIOX) — Int/Div — Buy

Franklin TN School Dist Bonds — Interest

General Electric (GE) — Int/Div — Buy

Goggle (GOOG) — None — Buy

Goggle (GOOG) — Sold (part)

Guggenhiem S&P Equal Weight (RSP) — Int/Div — Sold

Guggenheim S&P Mid Cap 400 (RFG) — Int/Div — Sold — at loss

Guggenheim Small Cap 600 (RZG) — Int/Div — Sold

Halliburton (HAL) — Int/Div — Buy

Health Stream Stock (HSTM) — None — Buy

Health Stream Stock (HSTM) — Buy (add'l)

Heartlandvalue plus (HNVIX) — Int/Div — Buy

Hologic (HOLX) — Int/Div — Buy

Home Depot (HD) — Int/Div — Buy

Home Depot (HD) — Sold — at loss

Hotckins & Wiley FDS (HWSIX) — Distribution — Buy

Hotckins & Wiley FDS (HWSIX) — Buy

ING Intermediate Bond Fund (1IBWX) — Int/Div — Buy

Intel Stock (INTC) — Int/Div — Buy (add'l)

Intuit (INTL) — None — Buy

Intuit (INTL) — Sold — at loss

International Business Machine (IBM) — Int/Div — Buy

International Business Machine (IBM) — Buy (add'l)

Intercontentinlexchange (ICE) — Int/Div — Buy

Ishares Barclay Aggregate Bond FD (AGG) — Int/Div — Buy

Ishares Barclay Aggregate Bond FD (AGG) — Sold (part)

Ishares Barclay Aggregate Bond FD (AGG) — Sold (part)

Ishares Barclay Aggregate Bond FD (AGG) — Sold — sold at loss

Ishares TR Russell (IWM) — None — Buy

Ishares TR Russell (IWM) — Sold — at loss

IsharesTR S&P (MUB) — Int/Div — Buy

IsharesTR S&P (MUB) — Buy (add'l)

Ishares MSCCI EMU Index (EZL) — Int/Div — Buy

Ishares MSCCI EMU Index (EZL) — Buy (add'l)

shares MSCI EAFE IDX (EFA) — Int/Div — Buy

Johnson & Johnson (JNJ) — Int/Div — Buy

JPMORGAN (JPM) — Int/Div — Buy

Kraft Foods (KFT) — Int/Div — Buy

Kraft Foods (KFT) — Sold

LeggMason (LGEMX) — Int/Div — Buy

LeggMason (LGEMX) — Buy (add'l)

LKCM Small Cap (LKSCX) — None — Buy

LKCM Small Cap (LKSCX) — Sold — at loss

LKCM Small-Mid Cap Equity (LKSMX) — Int/Div — Buy

McGraw Hill Cos (MHP) — Int/Div — Buy

McGraw Hill Cos (MHP) — Buy (add'l)

Merc & Company (MRK) — Int/Div — Buy

Metlife (MET) — Int/Div — Buy

Microsoft Stock (MSFT) — Int/Div — Buy (add'l)

Microsoft Stock (MSFT) — Buy (add'l)

Mondelez (MDLZ) — None — Buy

Mondelez (MDLZ) — Sold

Monsanto (MON) — Int/Div — Buy

Morgan Stanley (MS) — Int/Div — Buy

Morgan Stanley Mutual Fund (VADBX) (Retirement account) — Int/Div

Motorola Solutions (MSI — Int/Div — Buy

Nashville School of Law IRA Invesco S&P SOO(VADAX) — Int/Div — Sold — sold

Nashville School of Law IRA Unit FT GBL Div LDR — Int/Div — Buy

Nashville School of Law IRA Van Kamplen EAFE Select 20 — Int/Div

National-Oil Well Varco (NOV) — Int/Div — Buy

New Perspective Mutual Fund (ANWPX) — Int/Div — Sold

Occidental Pete Co (OXY) — Int/Div — Buy

OHIO College Advantage 529 plan (ALL oO) — Int/Div — Buy (add'l) — Section VII

Ommicom Group (OMC) — Int/Div — Buy

Oracle Corp (ORCL) — Int/Div — Buy

Paychex (PAYX) — Int/Div — Sold

Peoples United Financial (PBCT) — Int/Div — Buy

Peoples United Financial (PBCT) — Sold — at loss

Pepisco Inc (PEP) — Int/Div — Buy

Petsmart (PETM) — Int/Div — Buy

Phillip Mormis (PN) — Int/Div — Buy

PIMCO Total Return (PTTRX) — Int/Div — Buy

Polo Ralph Lauren (RL) — Int/Div — Sold

Powershares S&P ETF Small Cap (PSCE) — Int/Div — Sold — at loss

Powershares Dynamitic Energy (PXI) — Int/Div — Sold — at loss

PPG Industries (PPG) — Int/Div — Buy

PPG Industries (PPG) — Sold — at loss

Principal Financial (PFG) — Int/Div — Buy

Principal Financial (PFG) — Sold — at loss

Qualcomm Inc (QCOM) — Int/Div — Buy

Quest Diagnostics (DGX) — Int/Div — Buy

Quest Diagnostics (DGX) — Sold — at loss

Roval Caribbean Cruises (RCL) — Int/Div — Open

Rydex ETF S&P S00 Equal Weight (RSP) — Int/Div

Rydex S&P Pure Gr Mid Cap E11 (RFG) — Int/Div

Rydex S&P Small Cap ETF (RZG) — Int/Div

SPDR Gold Trust (GLD) — Int/Div — Buy

SPDR S&P Mid Cap 400 (MDY) — Int/Div — Buy

SPDR Series Trust (TF — Int/Div — Buy

SPDR Series Trust (TF — Sold

Spectra Energy Corp (SE) — Int/Div — Buy

Spectra Energy Corp (SE) — Sold — at loss

Stanley Black & Decker (SWK) — Int/Div — Buy

Target Corp (TGT) — Int/Div — Buy

TCW Relative Value large cap (TGDIX) — Int/Div — Buy

TCW Relative Value large cap (TGDIX) — Buy (add'l)

Tenet Health Care Stock (THC) — Int/Div — Sold — at loss

Texas instruments (TXN) — Int/Div — Buy

Texas instruments (TXN) — Sold — at loss

Thermo Fisher Scientific (TMO) — Int/Div — Buy

Thomburg Intl Value (TGVIX) — Int/Div — Buy

Tractor Supply (TSCO) — Int/Div — Buy

Transdigm Group (TDG) — Int/Div — Buy

Transdigm Group (TDG) — Sold — sold

Travelers Cos Inc (TRV) — Int/Div — Buy

Tyson Foods inc (TSN) — Int/Div — Buy

United Parcel Service (UPS) — Int/Div — Buy

United Techonologies Corp (UTX) — Int/Div — Buy

Unilever NV NY Shrs (LN) — Int/Div — Buy

USAA Agressive Grwth Fund (UIAGX) — Int/Div — Buy

USAA Agressive Grwth Fund (UIAGX) — Buy (add'l)

USAA Emerging Markets (UIEMX) — Int/Div — Buy

USAA High Income Fund (UIHIX) — Int/Div — Buy

USAA Income Fund Institutional Shares (UNINX) — Int/Div — Buy

USAA Managed Allocation (UMFAX) — Int/Div — Buy

USAA Precious Metals & Minersls Funds (UIPMX) — Int/Div — Buy

USAA Precious Metals & Minersls Funds (UIPMX) — Buy (add'l)

USAA Precious Metals & Minersls Funds (UIPMX) — Sold

USAA Real Return LIRRX) — Int/Div — Buy

USAA Short Term Bond Fund (UISBX) — hy — Buy

USAA Short Term Bond Fund (UISBX) — Buy (add'l)

USAA Short Term Bond Fund (UISBX) — Sold (part) — part sold no gain

USAA S&P Index (USPRX) — Int/Div — Buy

USAA S&P Index (USPRX) — Buy (add'l)

USAA Tax Exempt Intermediate Term USATX) — Ine — Buy

USAA Tax Exempt Intermediate Term USATX) — Sold (part)

USAA Tax Exempt Long Term (USTEX) — Int/Div — Buy

USAA Tax Exempt Long Term (USTEX) — Sold (part)

USAA Tax Exempt Short Term (USSTX) — Ine — Buy

USAA Tax Exempt Short Term (USSTX) — Sold (part)

USAA Bank Accounts — Int/Div — Open — accounts

Vaguard Dividend Appreciation (VIG) — Int/Div — Buy

Vaguard Dividend Appreciation (VIG) — Sold (part) — at loss

Vanguard MSCI Emerging Markets ETF (VWO) — Int/Div — Buy (add'l)

Vanguard MSCI Emerging Markets ETF (VWO) — Buy (add'l)

Vanguard MSCI Emerging Markets ETF (VWO) — Sold (part) — at loss

Vanguard MSCI Emerging Markets ETF (VWO) — prt) — at loss

Varian Medical Systems (VAR) — Int/Div — Buy

Virtus Quality Small Cap (PXQSX) — Int/Div — Buy

Vodaphone Group PLC (VOD) — Int/Div — Buy

Wabtec Corp (WAB) — Int/Div — Buy

Wal Mart Stock (WMT) — Int/Div

Wells Fargo Stock (WFC) — Int/Div — Buy (add'l)

Wells Fargo CMA, Checking — Interest

Wells Fargo Sweep Accounts IRA and 60 and 57 Accounts — Interest

Wesco International (WCC) — Int/Div — Buy

Wesco International (WCC) — Sold — sold at loss

Western District Warehouse Stock — Int/Div — market. Restricted stock

Wisdomtree Trust JP Total Dividend Fund (DX — Int/Div — Buy

Xlinix (XLNX) — Int/Div — Buy

Xlinix (XLNX) — Sold — at loss

172 Interest Taylorsville, KY — Rent

1/2 Interest . Laporte, IN — Rent

Fidelity Mutual Life Ins Co. — Interest

Mass Mutual Life Insurance Policies — Int/Div

Peoples Bank Taylorsville Sav Act (Family Cemetary Trust) — Interest

REGIONS BANK CS Trust — Interest — mn 2013

REGIONS Bank, Nashville Checking — Interest

Co-Trustee Assets listed Part VII line 222, C 8 Trust, Under Will

Co-Trustee Assets listed Part VI line 221, Y P Trust. Trust for Farmly Cemetary

Lecturer in Criminal Law, Nashville School of Law

Adpunct Professor of Law, Vanderbilt University School of Law

Custodian Assets histed Part VI line 128, Uniform Gift to Minors,

Costodian, Education Trust

Custodian *, Education Trust

Custodian *, Education Trust

Custodian *, Education Trust

Custodian *, Education Trust

Custodial *, Education Trust

Agreement — 1222/89 — Nashville School of Law, Agreement to teach a Course on Federal Criminal Law as scheduled

Agreement — 24/5/06 — Vanderbilt University School of Law, Agreement to teach course on Pretrial Litigation

Income — 2012 — Income from Flight and Scuba Instruction — SO

Income — 2012 — Teaching Position Nashville School of Law — $6,522.00

Income — 2012 — Teaching Position Vanderbilt School of Law — SS.000.00

Income — 2012 — Tobacco buy out Settletment fund UDSA — S2I81.00

I certify that all information given above (including information pertaining to my spouse and minor or dependent children, if any) is

accurate, true, and complete to the best of my knowledge and belief, and that any information not reported was withheld because it met applicable statutory

provisions permitting non-disclosure.

I further certify that earned income from outside employment

d honoraria and the acceptance of gifts which have been reported are in

compliance with the provisions of 5 US.C. app. § 501 et. seq., 5 U.S.C. § 7353, and Judicial Conference regulations.

Signature: 8/ Joe B. Brown

NOTE: ANY INDIVIDUAL WHO KNOWINGLY AND WILLFULLY FALSIFIES OR FAILS TO FILE THIS REPORT MAY BE SUBJECT TO CIVIL

AND CRIMINAL SANCTIONS (5 U.S.C. app. § 104)

Committee on Financial Disclosure

Administrative Office of the United States Courts

Suite 2-301

One Columbus Circle, N.E.

Washington, D.C. 20544