Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Peierls Brian E
2. Date of Event Requiring Statement (Month/Day/Year)
04/11/2012
3. Issuer Name and Ticker or Trading Symbol
AeroGrow International, Inc. [AERO.PK]
(Last)
(First)
(Middle)
7808 HARVESTMAN COVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

AUSTIN, TX 78731
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 5,515,313
D
 
Common Stock 36,768,754
I
By The Peierls Foundation, Inc.
Common Stock 3,217,266
I
By the UD Ethel F. Peierls Charitable Lead Trust
Common Stock 827,297
I
By The Peierls By-Pass Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy)   (4) 05/06/2015 Common Stock 120,000 $ 0.07 D  
Warrants (right to buy)   (4) 05/06/2015 Common Stock 8,000,000 (1) $ 0.07 I By The Peierls Foundation, Inc.
Warrants (right to buy)   (4) 05/06/2015 Common Stock 700,000 (2) $ 0.07 I By the UD Ethel F. Peierls Charitable Lead Trust
Warrants (right to buy)   (4) 05/06/2015 Common Stock 180,000 (3) $ 0.07 I By The Peierls By-Pass Trust

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Peierls Brian E
7808 HARVESTMAN COVE
AUSTIN, TX 78731
    X    

Signatures

/s/ Brian E. Peierls 04/23/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Mr. Peierls is Vice President and a Director of The Peierls Foundation, Inc. ("Foundation") and may be deemed to indirectly own the securities owned by the Foundation.
(2) Mr. Peierls is a Co-Trustee of the U.D. Ethel F. Peierls Charitable Lead Trust (the "Trust") and may be deemed to indirectly own the securities owned by the Trust.
(3) Mr. Peierls is a Trustee of The Peierls By-Pass Trust.
(4) The Warrants are exercisable immediately.

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