SCOTTS MIRACLE-GRO CO — Director's Dealing 2012

Aug 24, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2012-08-23

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-23	Common Shares	S	300	$42.0701	Disposed	124945.694	Direct
2012-08-23	Common Shares	S	1300	$42.07	Disposed	123645.694	Direct
2012-08-23	Common Shares	S	500	$42.088	Disposed	123145.694	Direct
2012-08-23	Common Shares	S	1600	$42.08	Disposed	121545.694	Direct
2012-08-23	Common Shares	S	400	$42.1001	Disposed	121145.694	Direct
2012-08-23	Common Shares	S	1567	$42.1	Disposed	119578.694	Direct
2012-08-23	Common Shares	S	300	$42.1201	Disposed	119278.694	Direct
2012-08-23	Common Shares	S	2100	$42.12	Disposed	117178.694	Direct
2012-08-23	Common Shares	S	1101	$42.18	Disposed	116077.694	Direct
2012-08-23	Common Shares	S	300	$42.1701	Disposed	115777.694	Direct
2012-08-23	Common Shares	S	3099	$42.17	Disposed	112678.694	Direct
2012-08-23	Common Shares	S	100	$42.2001	Disposed	112578.694	Direct
2012-08-23	Common Shares	S	800	$42.2	Disposed	111778.694	Direct
2012-08-23	Common Shares	S	200	$42.205	Disposed	111578.694	Direct
2012-08-23	Common Shares	S	100	$42.1502	Disposed	111478.694	Direct
2012-08-23	Common Shares	S	300	$42.1501	Disposed	111178.694	Direct
2012-08-23	Common Shares	S	2068	$42.15	Disposed	109110.694	Direct
2012-08-23	Common Shares	S	1121	$42.14	Disposed	107989.694	Direct
2012-08-23	Common Shares	S	100	$42.1474	Disposed	107889.694	Direct
2012-08-23	Common Shares	S	379	$42.1401	Disposed	107510.694	Direct
2012-08-23	Common Shares	S	1233	$42.11	Disposed	106277.694	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	32496.323	Indirect
Common Shares	2677726	Indirect
Common Shares	5038.3145	Indirect

Footnotes

F1: 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.