8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 6, 2009

The Scotts Miracle-Gro Company
__________________________________________
(Exact name of registrant as specified in its charter)

Ohio	001-11593	31-1414921
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
14111 Scottslawn Road, Marysville, Ohio		43041
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 937-644-0011

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 6, 2009, the Board of Directors (the "Board") of The Scotts Miracle-Gro Company (the "Company"), upon the recommendation of the Governance and Nominating Committee of the Board, appointed William G. "Jerry" Jurgensen as a Class I member of the Board in order to fill an existing vacancy. As a Class I director, Mr. Jurgensen will hold office for a term which will expire at the 2011 Annual Meeting of Shareholders of the Company. Upon the recommendation of the Governance and Nominating Committee of the Board, the Board also appointed Mr. Jurgensen to serve on the Board’s Governance and Nominating Committee and Innovation & Technology Committee.

Mr. Jurgensen, 57, served as Chief Executive Officer of Nationwide Mutual Insurance Company and Nationwide Financial Services, Inc., a leading provider of diversified insurance and financial services, from 2000 until February 2009. Prior to his tenure there, Mr. Jurgensen served as executive vice president of corporate and commercial banking at Ban k One Corporation.

The Board has determined that Mr. Jurgensen and his immediate family members have not had (and do not propose to have) a direct or indirect interest in any transaction in which the Company or any of the Company’s subsidiaries was (or is proposed to be) a participant that would be required to be disclosed under Item 404(a) of Securities and Exchange Commission Regulation S-K. The Board has also determined that Mr. Jurgensen satisfies the independence requirements set forth in the applicable sections of the New York Stock Exchange Listed Company Manual and the applicable rules and regulations of the Securities and Exchange Commission. Mr. Jurgensen, in his capacity as a non-employee director of the Company, will receive the same compensation for 2009 as other non-employee directors of the Company, pro-rated to reflect his time served on the Board, the Governance and Nominating Committee and the Innovation & Technology Committee during the 2009 calendar year.

A copy of the press release issued by the Company on May 6, 2009 announcing the appointment of Mr. Jurgensen as a director is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired:

Not applicable.

(b) Pro forma financial information:

Not applicable.

(c) Shell company transactions:

Not applicable.

(d) Exhibits:

99.1 - News Release issued by The Scotts Miracle-Gro Company on May 6, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	The Scotts Miracle-Gro Company
May 6, 2009	By:	/s/ Vincent C. Brockman
		Name: Vincent C. Brockman
		Title: Executive Vice President, General Counsel and Corporate Secretary

Exhibit Index

Exhibit No.	Description
99.1	News Release issued by The Scotts Miracle-Gro Company on May 6, 2009

EX-99.1

The Scotts Miracle-Gro Company NEWS

The Scotts Miracle-Gro Company Announces Appointment of
William G. Jurgensen to Board of Directors

MARYSVILLE, Ohio (May 6, 2009) – The Scotts Miracle-Gro Company (NYSE: SMG), the global leader in the consumer lawn and garden products category, announced that William G. Jurgensen has been named to its Board of Directors effective immediately. His appointment fills a vacancy on the Board.

Mr. Jurgensen served as chief executive officer of Nationwide Mutual Insurance Company and Nationwide Financial Services until February 19, 2009. Prior to his tenure there, he served as executive vice president of corporate and commercial banking at Bank One Corporation.

“Beyond leading a multi-billion dollar company in Central Ohio, Jerry has been a visionary for downtown Columbus, an insightful counselor on education and instrumental in many community projects,” said Jim Hagedorn, chairman and chief executive officer. “I look forward to having a member of the local business community available as a nearby advisor. Given his experience as a CEO of a large and complex company, we are fortunate to have Jerry join the Board. He will be an important contributor as an advocate for driving growth and shareholder value.”

Mr. Jurgensen resides in Columbus, Ohio. He received an MBA and a Bachelors degree from Creighton University in Omaha. He will serve on the Governance and Nominating Committee and the Innovation & Technology Committee of the Board, with a term that expires in 2011.

About ScottsMiracle-Gro

With nearly $3 billion in worldwide sales and more than 6,000 associates, The Scotts Miracle-Gro Company, through its wholly-owned subsidiary, The Scotts Company LLC, is the world’s largest marketer of branded consumer products for lawn and garden care, with products for professional horticulture as well. The Company’s brands are the most recognized in the industry. In the U.S., the Company’s Scotts®, Miracle-Gro®, Ortho® and Smith & Hawken® brands are market-leading in their categories, as is the consumer Roundup® brand, which is marketed in North America and most of Europe exclusively by Scotts and owned by Monsanto. In the U.S. the Company operates Scotts LawnService®, the second largest residential lawn care service business. In Europe, the Company’s brands include Weedol®, Pathclear®, Evergreen®, Levington®, Miracle-Gro®, KB®, Fertiligene® and Substral®. For additional information, visit us at www.scotts.com.

Media Contact
Keri Butler, Public Affairs
The Scotts Miracle-Gro Company
937.644.7410