SCOTTS MIRACLE-GRO CO — Director's Dealing 2011

Oct 13, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2011-10-11

Reporting Person: HAGEDORN JAMES (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-10-11	Common Shares	S	2315	$44.87	Disposed	153103.905	Direct
2011-10-11	Common Shares	S	2215	$44.8742	Disposed	150888.905	Direct
2011-10-11	Common Shares	S	856	$44.88	Disposed	150032.905	Direct
2011-10-11	Common Shares	S	4100	$44.885	Disposed	145932.905	Direct
2011-10-11	Common Shares	S	3825	$44.89	Disposed	142107.905	Direct
2011-10-11	Common Shares	S	2000	$44.895	Disposed	140107.905	Direct
2011-10-11	Common Shares	S	6818	$44.9	Disposed	133289.905	Direct
2011-10-11	Common Shares	S	2100	$44.905	Disposed	131189.905	Direct
2011-10-11	Common Shares	S	5492	$44.91	Disposed	125697.905	Direct
2011-10-11	Common Shares	S	8500	$44.92	Disposed	117197.905	Direct
2011-10-11	Common Shares	S	2200	$44.925	Disposed	114997.905	Direct
2011-10-11	Common Shares	S	4595	$44.93	Disposed	110402.905	Direct
2011-10-11	Common Shares	S	3061	$44.94	Disposed	107341.905	Direct
2011-10-11	Common Shares	S	600	$44.95	Disposed	106741.905	Direct
2011-10-11	Common Shares	S	100	$44.96	Disposed	106641.905	Direct
2011-10-11	Common Shares	S	300	$44.97	Disposed	106341.905	Direct
2011-10-11	Common Shares	S	200	$44.98	Disposed	106141.905	Direct
2011-10-11	Common Shares	S	100	$44.99	Disposed	106041.905	Direct
2011-10-11	Common Shares	S	1874	$45.03	Disposed	104167.905	Direct
2011-10-11	Common Shares	S	326	$45.04	Disposed	103841.905	Direct
2011-10-11	Common Shares	S	100	$45.05	Disposed	103741.905	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	32038.28	Indirect
Common Shares	2779554	Indirect
Common Shares	4488.2311	Indirect

Footnotes

F1: The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 18, 2011.

F2: Pursuant to Exchange Act Rule 16a-1(a)(1), the reporting person may be deemed, solely for purposes of determining whether he is a beneficial owner of more than 10% of the common shares of the Issuer ("Common Shares"), to be the beneficial owner of the securities of the Issuer that are held by Hagedorn Partnership, L.P., a Delaware limited partnership in which the reporting person is a general partner (the "Partnership"). Represents the aggregate proportionate interest of the reporting person and those family members in whose holdings he may be deemed to have a pecuniary interest, in Common Shares held by the Partnership.