X0202 4 2007-03-01 0 0000825542 SCOTTS MIRACLE-GRO CO SMG 0001083206 DONALD ARNOLD W C/O THE SCOTTS MIRACLE-GRO COMPANY 14111 SCOTTSLAWN ROAD MARYSVILLE OH 43041 1 0 0 0 Stock Option (right to buy) 16.69 2007-03-01 4 J 0 2656 0 A 2001-07-19 2011-01-18 Common Shares 2656 16656 D Director Stock Units (Phantom Stock) 2007-03-01 4 J 0 143.2321 0 A Common Shares 143.2321 899.2321 D Director Stock Units (Phantom Stock) 2007-03-01 4 J 0 120.8758 0 A Common Shares 120.8758 758.8758 D Stock Option (right to buy) 19.82 2007-03-01 4 J 0 2657 0 A 2002-07-28 2012-01-27 Common Shares 2657 16657 D Stock Option (right to buy) 21.54 2007-03-01 4 J 0 2652 0 A 2003-07-31 2013-01-30 Common Shares 2652 16652 D Stock Option (right to buy) 26.53 2007-03-01 4 J 0 2274 0 A 2004-07-30 2014-01-29 Common Shares 2274 14274 D Stock Option (right to buy) 28.72 2007-03-01 4 J 0 2280 0 A 2006-01-28 2015-01-27 Common Shares 2280 14280 D Stock Option (right to buy) 41.66 2007-03-01 4 J 0 2469 0 A 2007-01-27 2016-01-27 Common Shares 2469 15469 D Stock Option (right to buy) 44.69 2007-03-01 4 J 0 2492 0 A 2008-01-26 2017-01-26 Common Shares 2492 15492 D Reflects adjustment to previously granted stock option awards under the Issuer's equity-based compensation plans approved by the Compensation and Organization Committee on March 1, 2007 in connection with the special dividend of $8.00 per Issuer common share payable on March 5, 2007 to shareholders of record at the close of business on February 26, 2007. The exercise price of the stock options was adjusted to maintain the same ratio of exercise price to fair market value of the underlying common shares (0.25) before and after the adjustment. Fair market value was established by comparing the volume weighted average share price measured on February 21, 2007, the day before the ex-dividend date ($56.88), with that measured on February 22, 2007, the ex-dividend date ($47.82). The number of stock options subject to each award was increased as necessary to ensure the total value of the award was the same before and after the adjustment. The number shown includes the number of additional stock options resulting from the adjustment to each of the previously granted stock option awards. This security converts on a 1-for-1 basis. Reflects adjustment to outstanding director stock unit awards under the Issuer's equity-based compensation plans approved by the Compensation and Organization Committee on March 1, 2007 in connection with the special dividend of $8.00 per Issuer common share payable on March 5, 2007 to shareholders of record at the close of business on February 26, 2007. The number of director stock units was adjusted to maintain the same deferral value of the award before and after the adjustment. Deferral value was established by comparing the volume weighted average share price measured on February 21, 2007, the day before the ex-dividend date ($56.88), with that measured on February 22, 2007, the ex-dividend date ($47.82). The number of director stock units subject to each award was increased as necessary to ensure the deferral value of the award was the same before and after the adjustment. The number shown includes the number of additional director stock units resulting from the adjustment to each of the outstanding director stock unit awards. The Director Stock Units will be settled 100% in stock issued in one installment, commencing at the earlier of (a) the occurrence of a "Change in Control" of Issuer or (b) the reporting person's cessation of service on the Issuer's Board. Kathy L. Uttley as attorney-in-fact for Arnold W. Donald 2007-03-05