Executive Employment Offer Letter

Executive Employment Agreement

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This Executive Employment Agreement involves

AEROGROW INTERNATIONAL, INC.

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Title: Executive Employment Offer Letter
Date: 5/28/2008
Industry: Forestry and Wood Products Sector: Basic Materials

Executive Employment Offer Letter, Parties: aerogrow international inc.

Exhibit 10.1

May 21, 2008

Dear Greg,

First, we relish the opportunity to offer you employment with AeroGrow International. You made it through every gauntlet (interview) we could throw at you -- with grace, business acumen, and emotional intelligence. The entire senior team joins me in knowing that you can make a profound impact on the success of AeroGrow. We are pleased to offer you the position of Chief Financial Officer. This position reports to me.

Starting Date : Friday, May 23, 2008 at 8 AM

Compensation:

·	The base salary is $200,000. per year.

·	Annual cash performance bonus is 1.5% EBITDA

·	Stock options: 150,000 total stock options to be granted 30,000 on Jun 1, 2008, the next 60,000 on Jul 1, 20008 and the final 60,000 on Oct 1, 2008, and vesting in the following accelerated schedule:

o	30,000 options on June 1, 2008

o	30,000 options on Dec 1, 2008

o	30,000 options on June 1, 2009

o	30,000 options on D

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