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SCOTTS MIRACLE-GRO CO Director's Dealing 2013

Nov 6, 2013

31301_dirs_2013-11-06_5f0084ae-949c-47d4-a2c5-bd2f8dff2d90.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2013-11-04

Reporting Person: SANDERS BARRY W (President and COO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-11-04 Common Shares S 8131.0771 $58.7 Disposed 12088.9999 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Shares 546.8004 Indirect

Footnotes

F1: Reflects common shares of the Issuer ("Common Shares") sold by the recordkeeper of The Scotts Company LLC Executive Retirement Plan (the "ERP") to satisfy tax withholding liability of the reporting person in connection with the distribution of 20,220.077 Common Shares previously credited to the benchmark Company stock fund within the reporting person's bookkeeping account under the ERP as a result of the reporting person's election to treat the retention award entered into on November 4, 2008 as invested in the benchmark Company stock fund.