X0303 4 2010-12-10 0000825542 SCOTTS MIRACLE-GRO CO SMG 0001180171 HAGEDORN JAMES C/O THE SCOTTS MIRACLE-GRO COMPANY 14111 SCOTTSLAWN ROAD MARYSVILLE OH 43041 1 1 1 0 CEO and Chairman Common Shares 2010-12-10 4 S 0 85729 50.51 D 3059685 I See footnotes Common Shares 2010-12-14 4 A 0 127.625 50.748 A 67168.5899 D Common Shares 2010-12-14 4 A 0 14.0886 50.5402 A 4014.3728 I By DSPP Common Shares 30690.846 I By 401(k) Plan Represents the sale for the account of James Hagedorn of a portion of his proportionate interest in the Issuer's common shares (the "Common Shares") held by the Hagedorn Partnership, L.P. 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, 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. Represents the aggregate proportionate interest of James Hagedorn and those family members in whose holdings he may be deemed to have a pecuniary interest in the Common Shares held by Hagedorn Partnership, L.P. Reflects Common Shares represented by amount credited to the benchmark Company stock fund within the Reporting Person's bookkeeping account under The Scotts Company LLC Executive Retirement Plan as a result of the crediting of amounts calculated as if invested in the Company stock fund as a result of dividends paid with respect to Common Shares. Common Shares were acquired pursuant to the dividend reinvestment feature of The Scotts Miracle-Gro Company Discounted Stock Purchase Plan. /s/ Rob McMahon, Attorney-in-Fact 2010-12-14