Brookenby is a village and civil parish in the West Lindsey district of Lincolnshire, England. The village is situated 7 miles (11 km) north-east from Market Rasen. According to the 2001 census, it had a population of 742, falling to 665 at the 2011 census. The former sergeants' mess is now Brookenby Church, part of the Walesby group of parishes. A Trading Estate was developed on the remains of the RAF station in 1998. The consistent 1940s period architecture led to the use of RAF Binbrook for scenes in the 1990 re-make of Memphis Belle.