On June 6, 2012, Brown & Brown, Inc. (the "Company"), announced the appointment of Linda S. Downs, 62, to the position of Chief Operating Officer of the Company. Ms. Downs has served as a Regional President of the Company since January 2011, and will continue to act in that capacity. Prior to her promotion to the position of Regional President, she held the titles of Senior Executive Vice President (from 2010 until 2011), Executive Vice President for Leadership Development (from 2006 until 2010), and Regional Executive Vice President (from 2001 to 2006). In these capacities, she has had oversight responsibility for a variety of enterprises, including offices in the Retail, National Programs and Wholesale Brokerage Divisions, the Company's Corporate Benefits and Leadership Development Departments and the Company's Leadership Schools. Ms. Downs is actively involved with Habitat for Humanity in addition to a number of other charitable endeavors in Orlando and Daytona Beach, Florida, and she is a past member of the Florida Symphony Board and the Downtown (Orlando) Women's Executive Council and Presidential Advisory Board of Embry-Riddle Aeronautical University. She holds both the Chartered Property Casualty Underwriter (CPCU) and Accredited Insurance Advisor (AIA) designations.

Item 9.01   Financial Statements and Exhibits

            (d)  Exhibits

                 The following exhibit is filed herewith:

Exhibit No.    Description

 99.1         Press Release dated June 6, 2012