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): August 14,
2007
AEROGROW
INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-50888
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46-0510685
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(State
or Other Jurisdiction of
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(Commission
File Number)
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(I.R.S.
Employer
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Incorporation)
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Identification
No.)
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6075
Longbow Dr. Suite 200, Boulder, Colorado
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80301
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number, Including Area Code: (303)
444-7755
Check
the
appropriate box below if the Form 8-K 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
2.02. Results of Operations and Financial
Condition.
On
August 14, 2007, AeroGrow International, Inc. (“AeroGrow,” or the
“Company”) issued a press release announcing the Company’s operational results
for the three months ended June 30, 2007. The Company hosted a
conference call to discuss those results on August 14, 2007. A
replay of the conference call will be accessible at any time over the following
30 days through the investor link on the AeroGrow website
(www.aerogrow.com/investors) and by phone until September 14,
2007. To access the replay by phone, dial 1 (800) 642-1687 when
calling from the United States or Canada, and 1 (706) 645-9291 when
calling internationally. The conference identification number is
12593613. A copy of the press release announcing the conference call
is furnished as Exhibit 99.1 to this report.
The
information contained in this Item
2.02 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed
incorporated by reference in any filing with the Securities and Exchange
Commission under the Securities Exchange Act of 1934 or the Securities Act
of
1933, whether made before or after the date hereof and irrespective of any
general incorporation language in any filings.
Item
7.01. Regulation FD Disclosure.
The
information contained in Item 2.02
is herein incorporated by reference.
The
information contained in this
Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, and
shall not be deemed incorporated by reference in any filing with the Securities
and Exchange Commission under the Securities Exchange Act of 1934 or the
Securities Act of 1933, whether made before or after the date hereof and
irrespective of any general incorporation language in any filings.
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits. The
following exhibit is furnished with this Form
8-K:
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Exhibit
No.
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Description
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99.1
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Press
Release dated August 14, 2007.
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The
information contained in
Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, and shall not be deemed
incorporated by reference in any filing with the Securities and Exchange
Commission under the Securities Exchange Act of 1934 or the Securities Act
of
1933, whether made before or after the date hereof and irrespective of any
general incorporation language in any filings.
Portions
of this report may constitute
“forward-looking statements” as defined by federal law. Although the Company
believes any such statements are based on reasonable assumptions, there is
no
assurance that actual outcomes will not be materially different. Any such
statements are made in reliance on the “safe harbor” protections provided under
the Private Securities Litigation Reform Act of 1995. Additional information
about issues that could lead to material changes in the Company’s performance is
contained in the Company’s filings with the Securities and Exchange
Commission.
SIGNATURE
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.
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AeroGrow
International, Inc.
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Date:
August 15, 2007
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By:
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/s/
Mitchell
B. Rubin |
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Mitchell
B. Rubin
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Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
Release dated August 14, 2007.
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