Sec Form 4 Filing - BRUNNER GORDON F @ SCOTTS MIRACLE-GRO CO - 2007-03-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BRUNNER GORDON F 2. Issuer Name and Ticker or Trading Symbol SCOTTS MIRACLE-GRO CO [ SMG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THE SCOTTS MIRACLE-GRO COMPANY, 14111 SCOTTSLAWN ROAD 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2007 (Street) MARYSVILLE, OH43041 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 26.53 ( 1 ) 03/01/2007( 1 ) J( 1 ) 2,653 ( 2 ) 07/30/2004 01/29/2014 Common Shares 2,653 ( 2 ) $ 0 16,653 D Director Stock Units (Phantom Stock) ( 3 ) 03/01/2007( 4 ) J ( 4 ) 270.5496 ( 5 ) ( 6 ) ( 6 ) Common Shares 270.5496 ( 5 ) $ 0 1,698.5496 D Stock Option (right to buy) $ 27.39 ( 1 ) 03/01/2007( 1 ) J( 1 ) 1,043 ( 2 ) 11/06/2004 05/05/2014 Common Shares 1,043 ( 2 ) $ 0 6,543 D Director Stock Units (Phantom Stock) ( 3 ) 03/01/2007( 4 ) J( 4 ) 321.7039 ( 5 ) ( 6 ) ( 6 ) Common Shares 321.7039 ( 5 ) $ 0 2,019.7039 D Stock Option (right to buy) $ 28.72 ( 1 ) 03/01/2007( 1 ) J( 1 ) 2,660 ( 2 ) 01/28/2006 01/27/2015 Common Shares 2,660 ( 2 ) $ 0 16,660 D Director Stock Units (Phantom Stock) ( 3 ) 03/01/2007( 4 ) J( 4 ) 153.0841 ( 5 ) ( 6 ) ( 6 ) Common Shares 153.0841 ( 5 ) $ 0 961.0841 D Stock Option (right to buy) $ 41.66 ( 1 ) 03/01/2007( 1 ) J( 1 ) 2,659 ( 2 ) 01/27/2007 01/27/2016 Common Shares 2,659 ( 2 ) $ 0 16,659 D Director Stock Units (Phantom Stock) ( 3 ) 03/01/2007( 4 ) J( 4 ) 142.6637 ( 5 ) ( 7 ) ( 7 ) Common Shares 142.6637 ( 5 ) $ 0 895.6637 D Stock Option (right to buy) $ 44.69 ( 1 ) 03/01/2007( 1 ) J( 1 ) 2,683 ( 2 ) 01/26/2008 01/26/2017 Common Shares 2,683 ( 2 ) $ 0 16,683 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BRUNNER GORDON F C/O THE SCOTTS MIRACLE-GRO COMPANY 14111 SCOTTSLAWN ROAD MARYSVILLE, OH43041 X Signatures Kathy L. Uttley as attorney-in-fact for Gordon F. Brunner 03/05/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )The number shown includes the number of additional stock options resulting from the adjustment to each of the previously granted stock option awards. ( 3 )This security converts on a 1-for-1 basis. ( 4 )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 stoc k 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. ( 5 )The number shown includes the number of additional director stock units resulting from the adjustment to each of the outstanding director stock unit awards. ( 6 )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. ( 7 )The Director Stock Units will be settled 100% in cash 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. Also, this security converts on a 1-for-1 basis.

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