EXHIBIT 10.4 INDEMNIFICATION AGREEMENT SCOTT'S LIQUID GOLD-INC.

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EXHIBIT 10.4

INDEMNIFICATION AGREEMENT
SCOTT'S LIQUID GOLD-INC.

        This Agreement is made and entered into as of January 26, 2004 between Scott's Liquid Gold-Inc., a Colorado corporation (the "Corporation"), and Gerald J. Laber of Aurora, Colorado ("Director").

RECITALS:

        A.    At the request of the Corporation, Director is willing to serve as a director of the Corporation (as defined below). As such, Director may be subjected to claims, suits or proceedings.

        B.    Director has indicated that it was and is a condition of Director's acceptance and continuing in such service that, among other things, the Corporation agrees to indemnify Director against liabilities, expenses and costs incurred in connection with any such claims, suits or proceedings, in accordance with, and to the fullest extent permitted by, the Colorado Business Corporation Act; and

        C.    The Corporation's Articles of Incorporation and the Colorado Business Corporation Act contemplate that contracts may be made between the Corporation and members of its Board of Directors and officers with respect to indemnification.

Agreement:

        Now, therefore, in consideration of Director's acceptance and continuation of service as a director after the date of this Agreement, and in consideration of the mutual covenants stated herein, the parties agree as follows:

        1.     Definitions.     As used in this Agreement, the following terms have the following meanings:

        (a)     Act.     The term "Act" means the Colorado Business Corporation Act as it exists on the date of this Agreement and as it may be hereafter amended from time to time. In the case of any amendment of the Colorado Business Corporation Act after the date of this Agreement, when used in reference to an act or omission occurring prior to effectiveness of such amendment, the term "Act" shall include such amendment only to the extent that the amendment permits the Corporation to provide broader indemnification rights than the Colorado Business Corporation Act permitted the Corporation to provide at the date of this Agreement and prior to the amendment.

        (b)     Director.     As used in reference to a position of Director, the term "director" means a director of the Corporation and, while a director or officer of the Corporation, Director's serving at the Corporation's request as a director, officer, agent, associate, employee, fiduciary, manager, member, partner, promoter, or a trustee of, or holding a similar position with, any corporation, partnership, joint venture, trust, other enterprise or person or employee benefit plan. The term "director" also includes, unless the context otherwise requires, the estate or personal representative of a director. The term "director" shall also include any such broader definition as may be provided in the Act with amendments after the date of this Agreement.

        (c)     Proceeding.     The term "proceeding" means any threatened, pending or completed action, suit or proceeding whether civil, criminal, administrative or investigative, and whether formal or informal.

        2.     Agreement to Indemnify.     The Corporation shall indemnify, and keep indemnified, Director in accordance with, and to the fullest extent permitted and/or required by, the Act from and against any judgments, penalties, fines (including but not limited to ERISA excise taxes), amounts paid in settlement and reasonable expenses (including but not limited to expenses of investigation and preparation and fees and disbursements of Director's counsel, accountants or other experts) actually incurred by Director in connection with any proceeding in which Director was or is made a party or

was or is involved (for example, as a witness) because Director is or was a director or is or was an officer of the Corporation.

        3.     Insurance.     So long as Director may be subject to any possible proceeding by reason of the fact that Director is or was a director or officer of the Corporation, to the extent the Corporation maintains an insurance policy or policies providing directors' and officers' liability insurance, Director shall be covered by such policy or policies, in accordance with its or their terms, to the maximum extent of the coverage applicable to any then current director or officer of the Corporation.

        4.     Advances.     In the event of any proceeding in which Director is a party or is involved and which may give rise to a right of indemnification from the Corporation pursuant to this Agreement, following written request to the Corporation by Director, the Corporation shall pay to Director, in accordance with and to the fullest extent permitted and/or required by the Act, amounts to cover reasonable expenses incurred by Director in such proceeding in advance of its final disposition upon receipt of (a) a written affirmation by Director of Director's good faith belief that Director has met any applicable standard of conduct; (b) a written undertaking executed by or on behalf of Director to repay the advance if it shall ultimately be determined that Director did not meet such standard of conduct; and (c) satisfactory evidence as to the amount of such expenses.

        5.     Burden of Proof.     If under applicable law, the entitlement of Director to be indemnified or advanced expenses hereunder depends upon whether a standard of conduct has been met, the burden of proof of establishing that Director did not act in accordance with such standard shall rest with the Corporation. Director shall be presumed to have acted in accordance with such standard and to be entitled to indemnification or the advancement of expenses (as the case may be) unless, based upon a preponderance of the evidence, it shall be determined that Director has not met such standard. Such determination and any evaluation as to the reasonableness of amounts claimed by Director shall be made by the Board of Directors of the Corporation or such other body or persons as may be permitted by the Act. For purposes of this Agreement, unless otherwise expressly stated, the termination of any proceeding by judgment, order, settlement (whether with or without