Exhibit 10.30

      SUBORDINATED PROMISSORY NOTE

U.S. $1,600,000                                                 October 29, 2003

      FOR VALUE RECEIVED, the undersigned, a Texas limited partnership
("Borrower") promises to pay to U.S. Home & Garden, Inc. ("Lender") the
principal sum of one million six hundred thousand United States Dollars (U.S.
$1,600,000), together with interest on the outstanding balance of said sum at a
per annum rate of nine percent (9%). All computations of interest under this
Note shall be made on the basis of a year of 365 days, for actual days elapsed.

      1. Payments and Prepayments.

            (a) Principal and Interest Payments. Borrower shall pay the
      principal sum due hereunder on October 29, 2008 (the "Maturity Date").
      Interest on the outstanding balance of this Note shall accrue on a monthly
      basis and shall be capitalized and added to the outstanding balance
      hereunder. Borrower shall pay any and all accrued interest on the Maturity
      Date (whether by acceleration or otherwise).

            (b) Late Payments. Borrower shall pay interest on all amounts
      (including both principal and interest) outstanding under this Note after
      maturity (whether by acceleration or otherwise) at a per annum rate equal
      to fifteen percent (15%).

            (c) Prepayments. Borrower shall make prepayments on this Note equal
      to the lesser of $1,000,000 or 25% of Borrower's Excess Cash Flow, as such
      term is defined in the loan documents related to the Senior Indebtedness.
      The first such prepayment shall be due and payable within thirty (30) days
      after Borrower's receipt of audited annual financial statement for its
      fiscal year ending in 2004 and shall be based upon Borrower's Excess Cash
      Flow for the fiscal year ending in 2004. A similar prepayment shall be due
      and payable within thirty (30) days after Borrower's receipt of each
      subsequent audited annual financial statement for its fiscal years ending
      in calendar years after 2004, with each prepayment based upon Borrower's
      Excess Cash Flow for the fiscal year to which the audited annual statement
      applies.

            (d) Other Payment Terms. Borrower shall pay all amounts due under
      this Note in lawful money of the United States at the executive offices of
      Lender, which are currently located in Lafayette, California. All payments
      made by Borrower under this Note shall be applied first to any costs,
      expenses and charges then payable by Borrower, second to accrued interest
      then due, and then to outstanding principal. Whenever any payment due
      hereunder shall fall due on a day which is not a Business Day, such
      payment shall be made on the next succeeding Business Day, and such
      extension of time shall be included in the computation of interest. As
      used herein, "Business Day" shall mean any day which is not a Saturday,
      Sunday or any other day on which banks in San Francisco, California are
      closed.


                                      -1-
<PAGE>

      2. Default.

            (a) Optional Acceleration. If Lender has given Borrower written
      notice of the occurrence of any of the following and Borrower has not
      caused the same to be cured within five (5) Business Days after such
      notice, Lender may declare all principal and interest outstanding under
      this Note immediately due and payable in full:

                  (i) The failure of Borrower to make any payment of principal
            or interest required under this Note when due; or

                  (ii) Borrower shall fail to pay, within five (5) days after
            the same becomes due, any other amount due under the terms of this
            Note; or

                  (iii) Borrower shall fail to perform any other non-monetary
            obligation set forth in this Note which by its nature cannot be
            cured; or

                  (iv) Borrower shall fail to perform any other curable
            non-monetary obligation set forth in this Note, which failure is not
            cured within ten (10) Business Days after the date due; or

                  (v) Any representation, warranty, certificate, information or
            other statement (financial or otherwise) made or furnished by or on
            behalf of Borrower to Lender in or in connection with this Note
            shall be false, incorrect, incomplete or misleading in any material
            respect when made or furnished; or

                  (vi) (A) Borrower shall fail to make any payment on account of
            any debt of Borrower when due (whether at scheduled maturity, by
            required prepayment, upon acceleration or otherwise) and such
            failure shall continue beyond any period of grace provided with
            respect thereto, if the amount of such debt exceeds $1,000,000, or
            the effect of such failure is to cause, or permit the holder or
            holders thereof to cause, debt of Borrower in an aggregate amount
            exceeding $1,000,000 to become redeemable, due or otherwise payable
            (whether at scheduled maturity, by required prepayment, upon
            acceleration or otherwise) and/or to be secured by cash collateral
            or (B) Borrower shall otherwise fail to observe or perform any
            agreement, term or condition contained in any agreement or
            instrument relating to any of Borrower's debt, or any other event
            shall occur or condition shall exist, if the effect of such failure,
            event or condition is to cause, or permit the holder or holders
            thereof to cause, debt of Borrower in an aggregate amount exceeding
            $1,000,000 to become redeemable, due or otherwise payable (whether
            at scheduled maturity, by required prepayment, upon acceleration or
            otherwise) and/or to be secured by cash collateral, provided, this
            provision shall not be applicable to any deferral of payments
            permitted on Borrower's 9.4% Junior Subordinated Debenture Due April
            2008; or

                  (vii) Borrower breaches any contract or obligation, which has
            or may


                                      -2-
<PAGE>

            reasonably be expected to have a Material Adverse Effect (as defined
            below); or

                  (viii) A Change of Control (as defined below) shall have
            occurred without the prior written consent of Lender; or

                  (ix) (i) One or more judgments, orders, decrees or arbitration
            awards requiring Borrower to pay an aggregate amount of $1,000,000
            or more shall be rendered against Borrower in connection with any
            single or related series of transactions, incidents or circumstances
            and the same shall not be vacated or stayed for a period of ten (10)
            consecutive days; (ii) any judgment, writ, assessment, warrant of
            attachment, tax lien or execution or similar process shall be issued
            or levied against a substantial part of the property of Borrower and
            the same shall not be released, stayed, vacated or otherwise
            dismissed within ten (10) days after issue or levy; or (iii) any
            other judgments, orders, decrees, arbitration awards, writs,
            assessments, warrants of attachment, tax liens or executions or
            similar processes which, alone or in the aggregate, are reasonably
            likely to have a Material Adverse Effect are rendered, issued or
            levied; or

                  (x) A Material Adverse Effect shall have occurred.

      "Material Adverse Effect" shall mean a material adverse effect on (i) the
business, assets, operations, prospects or financial or other condition of
Borrower, taken as a whole; (ii) the ability of Borrower to pay or perform its
obligations under this Note in accordance with the terms of this Note. "Change
of Control" shall mean a sale of all or substantially all of Borrower's assets,
or any merger or consolidation of Borrower with or into another corporation or
other entity; other than a merger or consolidation in which the holders of more
than 50% of the equity securities of Borrower outstanding immediately prior to
such transaction continue to hold (either by the voting securities remaining
outstanding or by their being converted into voting securities of the surviving
entity) more than 50% of the total voting power represented by the voting
securities of Borrower, or such surviving entity, outstanding immediately after
such transaction.

            (b) Automatic Acceleration. All principal and interest outstanding
      under this note shall be immediately due and payable in full, without
      demand or notice of any kind, upon the occurrence of any of the following:

                  (i) Dissolution, termination of existence, or appointment of a
            receiver, trustee or custodian, for all or any part of the property
            of, assignment for the benefit of creditors by, or the commencement
            of any proceeding by Borrower under any reorganization, bankruptcy,
            insolvency, arrangement, readjustment of debt, dissolution or
            liquidation law or statute of any jurisdiction, now or in the future
            in effect; or

                  (ii) Commencement of any proceeding against Borrower under any
            reorganization, bankruptcy, insolvency, arrangement, readjustment of
            debt,


                                      -3-
<PAGE>

            dissolution or liquidation law or statute of any jurisdiction, now
            or in the future in effect, which is not cured by the dismissal
            thereof within thirty (30) days after the date commenced; or

                  (iii) The appointment of a receiver, trustee, custodian or
            similar official for all or substantially all of Borrower's
            property; or

                  (iv) The revocation or termination of, or limitation or denial
            of liability under, this Note by Borrower.

      3. Subordination. The indebtedness evidenced by this Note is hereby
expressly subordinated, to the extent and in the manner hereinafter set forth,
in right of payment to the prior payment in full of all of Borrower's Senior
Indebtedness. "Senior Indebtedness" shall mean the principal of and unpaid
interest and premium, if any, on (i) indebtedness of Borrower or with respect to
which Borrower is a guarantor, whether outstanding on the date hereof or
hereafter created, to [Insert Name of Lender], its successors and assigns, and
(ii) indebtedness resulting from any deferrals, renewals or extensions of, or
any debentures, notes or other evidence of indebtedness issued in exchange for
or in the refinancing with another creditor of, such Senior Indebtedness or any
indebtedness resulting from such initial or any additional exchanges or
refinancings.

      Lender hereby agrees to, upon the request of Borrower, enter into a
subordination agreement, in form and substance satisfactory to the holder of any
Senior Indebtedness, setting forth the relative priority of payment as between
Lender and such holder.

      Upon any receivership, insolvency, assignment for the benefit of
creditors, bankruptcy, reorganization, or arrangement with creditors (whether or
not pursuant to bankruptcy or other insolvency laws), sale of all or
substantially all of the assets, dissolution, liquidation, or any other
marshaling of the assets and liabilities of Borrower or in the event this Note
shall be declared due and payable, (i) no amount shall be paid by Borrower,
whether in cash or property in respect of the principal of or interest on this
Note at the time outstanding, unless and until the full amount of any Senior
Indebtedness then outstanding shall be paid in full, and (ii) no claim or proof
of claim shall be filed with Borrower by or on behalf of Lender of this Note
which shall assert any right to receive any payments in respect of the principal
of and interest on this Note except subject to the payment in full all of the
Senior Indebtedness then outstanding.

      If an event of default has occurred with respect to any Senior
Indebtedness, permitting [Insert Name of Lender] thereof to accelerate the
maturity thereof, then unless and until such event of default shall have been
cured or waived or shall have ceased to exist, or all Senior Indebtedness shall
have been paid in full, no payment shall be made in respect of the principal of
or interest on this Note.

      Nothing contained in this or the preceding paragraphs shall impair, as
between Borrower and Lender, the obligation of Borrower, which is absolute and
unconditional, to pay to Lender hereof the principal hereof and interest hereon
as and when the same shall become due and


                                      -4-
<PAGE>

payable, or shall prevent Lender, upon default hereunder, from exercising all
rights, powers and remedies otherwise provided herein or by applicable law, all
subject to the rights, if any, of Lenders of Senior Indebtedness under the
preceding paragraphs to receive cash or other properties otherwise payable or
deliverable to Lender pursuant to this Note.

      4. Miscellaneous. This Note shall inure to the benefit of Lender's
successors and assigns. If any amounts owing under this Note are not paid when
due, Borrower shall pay all costs and expenses, including reasonable attorneys'
fees, incurred by Lender in the collection or enforcement of this Note. To the
extent permitted by law, Borrower waives diligence, presentment, demand, notice
of nonpayment, protest, notice of protest and notice of every kind. This Note
shall be governed by and construed in accordance with the laws of the State of
California. Paragraph and subparagraph headings in this Note are for convenience
of reference only and are not part of the substance hereof.

                                            EASY GARDENER PRODUCTS, LTD.

                                            By:  EG PRODUCT MANAGEMENT, L.L.C.
                                                 GENERAL PARTNER

                                            By: /s/ Richard Grandy
                                                --------------------------------
                                            Name: Richard Grandy
                                                  ------------------------------
                                            Title: Manager
                                                   -----------------------------

                                      -5-