EXHIBIT 10.26
<PAGE>
EXHIBIT 10.26

SUBSCRIPTION AGREEMENT
                                                      ______ __, 1997


Seventh Generation, Inc.
One Mill Street
Burlington, VT  05401

Ladies and Gentlemen:

 Subject to the terms and conditions set forth below, the undersigned hereby
agrees to the terms and conditions set forth in the form of Subordinated
Debenture attached to this Subscription Agreement as Exhibit A (the
"Debenture") and offers to purchase a Debenture from Seventh Generation,
Inc., a Vermont corporation (the "Company") in the principal amount of
 ____________________ ($_______) (the "Investment").

 In connection with the execution of this Agreement, I hereby represent,
 warrant and agree as follows:

	1.	I have thoroughly read and understand the terms and conditions of the
Debenture and this Agreement.

	2.	Subject to the terms and conditions set forth herein and in the Debenture,
intending to be legally bound, I hereby transfer the amount of $_________ to
the Company.  I am delivering to the Company, together with this Agreement,
the following documents:

		(a)	One additional copy of this Agreement which has been fully
completed and signed by me and which, upon acceptance of this
subscription by the Company, will be signed by the Chief Executive Officer
of the Company and returned to me; and

		(b)	A check or wire transfer of funds made payable to the order
of Seventh Generation, Inc. in the amount subscribed for.

	3.	I am an Accredited Investor as such term is defined in Regulation D under
the Securities Act of 1933, as amended (the "Act") for the following reason
[Please initial one or more]:


	____	My individual income was in excess of $200,000 in each of the past two
years, or my joint income with my spouse was in excess of $300,000 in
each of those years, and I reasonably expect my income to reach the
same level in the current year.

	____	My individual net worth or joint net worth with my spouse exceeds
$1,000,000.

	____	The undersigned is a trust, corporation or partnership with total assets
 in excess of $5,000,000, not formed for the specific purpose of this
Investment, whose Investment will be directed by a person whose
knowledge and experience in financial and business matters is such that
he or she is capable of evaluating the merits and risks of the Investment.

	____	The undersigned is an entity in which all of the equity owners are
accredited investors.

	____	Other [Please Specify]

	4.	I am sufficiently experienced in financial and business matters to be
capable of evaluating the risk of the Investment in the Company and to make an
informed decision relating thereto.  I have the financial capability for making
the Investment, can afford a complete loss of the Investment, and the
Investment is a suitable one for me.

	5.	Prior to the execution of this Agreement I have received and reviewed the
Company's Annual Report to Shareholders for 1996, the Company's Annual Report
on Form 10-KSB for the year ended December 31, 1996, the Company's definitive
proxy statement sent to its shareholders in connection with the annual meeting
of shareholders held on May 5, 1997 and the Company's Quarterly Report on Form
10-QSB for the most recent quarter.  In addition, I have had the opportunity to
ask questions of and receive answers from representatives of the Company
concerning the finances, operations, business and prospects of the Company.  I
am satisfied that I have received information with respect to all matters which
I consider material to my decision to make this Investment.

	6.	I fully understand that the Investment is speculative and involves a
high degree of risk of loss of my entire Investment.  I fully understand the
nature of the risks involved in the Investment and I am qualified by my
knowledge and experience to evaluate investments of this type.  In addition to
the other information contained in this Agreement and the Debenture, I have
carefully considered the following risk factors before purchasing the
Debenture.  I understand that the forward-looking statements appearing in the
Company's filings under the Securities Exchange Act of 1934, as amended, which
are incorporated herein by reference, are based on current expectations that
involve a number of uncertainties including those set forth below and
that actual results could differ materially from those projected.

	Reference is also made in particular to the discussions set forth under
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and "Description of Business" in the Company's Annual Report on
Form 10-KSB for the fiscal year ended December 31, 1996 and the Company's
Quarterly Report on Form 10-QSB for the most recent quarter.

	I have carefully considered the potential risks relating to the Company and
the Debenture.  I am aware that the Debenture is highly illiquid and may not
be sold without compliance with applicable federal and state securities laws.
I understand that the Company is subject to all of the risks inherent in many
consumer products and distribution companies.  In addition to such risks, I
have considered the following risks regarding this Investment in the Company:

		(a)	Operating Deficits; Capital Needs.  The Company has
incurred substantial losses during its existence and continues to operate
at a deficit.  Management anticipates that the Company may continue to
have negative cash flow even if it achieves profitability, as the Company
will have increased needs to finance inventory and accounts receivable
and may have additional marketing and/or capital costs.  There can be no
assurance, however, that the Company will ever be profitable.  The
Company has incurred substantial indebtedness to finance its operations
and expects to incur additional indebtedness in connection with its current
financing.  As a result, the Company has (i) substantial periodic interest
payments, and (ii) substantial principal amounts to repay.  If the Company
does not have sufficient funds to make required interest or principal
payments, the obligation to repay such amounts could be accelerated,
which would have a material adverse effect on the Company.  The
Company will need to either generate cash flow from operations or raise
additional funds to satisfy the Company's obligations to repay its
indebtedness, maintain the Company's operations and satisfy its capital
needs.  There can be no assurance that such funds will be available on
terms acceptable to the Company or at all.  There can be no assurance
that the Company will generate sufficient funds through operations or
financing to satisfy these requirements.  If the Company is not successful
in generating such funds, it is likely the undersigned will lose its entire
Investment in the Company.

		(b)	Offering Size; Use of Proceeds.  The Company is offering a
minimum of $500,000 and a maximum of $1,500,000 of Debentures on a
private offering basis (the "Private Placement").  Jeffrey Hollender, the
Company's President and Chief Executive Officer, intends to purchase at
least $50,000 of the Debentures.  Additional affiliates of the Company may
also purchase Debentures.  All such purchases will be for investment
purposes only, and will be included in determining whether the Company
has received the minimum proceeds of the Private Placement.  The
Company is offering the Debentures directly through its officers, although
the Company reserves the right to engage one or more broker-dealers to
act on its behalf in connection with the Private Placement.  The Company
intends to use the proceeds of this offering, net of any fees or expenses
payable to broker-dealers selling Debentures on the Company's behalf, to
repay existing debentures maturing in 1998 and, if the maximum is sold, to
assist in the funding of the Company's operations.  There can be no
assurance that the proceeds of this Private Placement will be sufficient for
the Company's needs.  In particular, if the Company only sells the
minimum amount, the Company will need to use its existing resources to
repay outstanding debentures.

		(c)	Catalog Sale.  In 1995, the Company sold the assets of its
catalog business to Gaiam, Inc. ("Gaiam") and the Company and Gaiam
entered into Supply, Operating and Licensing Agreements.  The
Company's relationship with Gaiam is uncertain.  The Operating
Agreement expired in January 1996, which was replaced by a
Reimbursement Agreement, which expired in December 1996.  Gaiam's
obligation to purchase product at a 20% mark-up will terminate in the third
quarter of 1997 (which is when the Company believes Gaiam will fulfill its
obligations under the terms of the Supply Agreement), which may reduce
the Company's sales or its profit margins.  The Company's relationship
with Gaiam is uncertain and could have a material adverse effect on the
Company.

		(d)	Concentration of Customers.  The Company has three
customers whose purchases of the Company's products accounted for
more than 10% each of the Company's total sales in 1996, collectively
accounting for 62.4% of the Company's sales.  The loss of any one of
these customers, a decision by one of them to significantly reduces its
purchases, or any disruption to the relationship the Company maintains
with them, could affect the Company's liquidity and/or results from
operations.

		(e)	Concentration of Suppliers.  The Company does not
manufacture any of the products it sells.  During 1996, the Company
purchased products from 12 suppliers.  The Company relied on three
suppliers for approximately 84% of its inventory purchases in 1996.  The
Company has no long-term contracts with any of its suppliers.  The loss of
one of these suppliers, or a disruption in product availability from them,
could affect the Company's liquidity and/or results from operations.

		(f)	Competition.  The Company competes with a variety of other
companies, which sell similar products through a variety of outlets.
Companies selling similar consumer products compete on price, quality,
product features and benefits, brand credibility and customer service.  The
environmental product marketplace is becoming increasingly competitive,
with a number of competitive brands now on the market.  Many of these
competitors may have an advantage over the Company because they
manufacture the products they sell.  In addition, the Company's
competitors and other large consumer products companies who may
decide to develop competitive products may have financial resources,
distribution capabilities and marketing experience superior to that of the
Company.  As potential competitors enter the field, the Company's market
share may decrease or the Company may be forced to compete by
lowering its prices, thereby reducing margins on sales.  There can be no
assurance that the Company will be able to compete effectively with
existing or potential competitors.

		(g)	Marketing.  The Company relies primarily on a non-
traditional marketing strategy to stimulate consumer trial and repeat
purchases in natural products stores and supermarkets, rather than more
costly traditional marketing strategies such as television advertising and
mass-delivered consumer promotions.  However, some traditional
marketing expenses have been and will continue to be incurred on a
limited basis.  Although the Company has started to realize sales to
supermarkets, there can be no assurance that the Company will be
successful with its marketing strategy.

		(h)	New Business Ventures.  The Company will also incur
expenditures relating to trade and consumer marketing, package design,
and the development of the Learning to Make a Difference? program
designed by the Company to help schools and other non-profit
organizations raise funds by selling the Company's products.  If the
planned expansion is successful, the Company will have to increase its
inventory and carry a higher level of receivables, both of which will
negatively impact the Company's liquidity.

		(i)	Product Liability Risks.  While the Company endeavors to
sell safe products, there is always a possibility that someone could claim
personal injury or damage resulting from use of products purchased from
the Company.  As a seller of products, the Company is exposed to
potential liability.  While the Company maintains product liability insurance,
there can be no assurance that the Company will not experience legal
claims in excess of its insurance coverage or claims which are ultimately
not covered by such insurance.  Furthermore, if any significant claims are
promulgated against the Company, the Company's business may be
adversely affected by related negative publicity.

		(j)	Reliance on Reputation.  The Company believes that it has
been and will continue to be able to increase its sales based upon its
reputation as a reliable source of environmentally friendly products.  As a
result of reliance on its reputation, if any of the Company's products are
publicly alleged to be unsafe, or contrary to claims made, the Company
could experience significant adverse impact.

		(k)	Government Regulation.  As a result of the Company's
involvement in environmentally friendly products, the Company must
remain in compliance with a variety of laws, regulations and guidelines
issued by the Federal Trade Commission, the Environmental Protection
Agency and the states' attorney generals, as well as other agencies, with
respect to the use of the environmental marketing claims on packaging,
and in other advertising and marketing literature.  While the Company
maintains a policy of full disclosure regarding its products and believes its
claims are accurate, the increased promulgation of laws and guidelines
make it increasingly harder for the Company to remain in compliance.  If
the Company's disclosure violates a law or is inaccurate, the Company
could be subject to regulatory proceedings or civil actions.

		(l)	Management.  The Company's operations are dependent on
the efforts of Jeffrey Hollender, its Chief Executive Officer.  The loss of
services of Mr. Hollender could have a material adverse effect on the
Company, and there is no assurance that a suitable replacement could be
found in the event of his death, disability or resignation.

		(m)	Trademark Registration.  The Company has invested
significant funds in the development of the name "Seventh Generation"
and has obtained United States service mark and trademark registrations
for its name.  However, there can be no assurance that the Company will
be able to effectively protect against unauthorized use of its name in view
of the potentially prohibitive costs of enforcing its legal rights.

		(n)	Absence of Dividends.  The Company has paid no dividends
on its common stock since its inception.  The Company currently intends
to retain earnings, if any, for use in its business and does not anticipate
paying any cash dividends in the foreseeable future.

		(o)	Future Offerings.  The Company reserves the right to offer
additional securities in the future, from time to time, at any purchase price
determined by the Company's Board of Directors.  There can be no
assurance that the Company will not offer shares for sale, even in the near
future, at a purchase price less than the market value.

		(p)	Dilution.  If the Company elects to permit the conversion of
the Debenture into Common Stock, upon election by the holder of the
Debenture to exchange all or part of the outstanding principal balance for
shares of Common Stock pursuant to the terms and conditions of the
Debenture, the holder of shares of Common Stock will experience
immediate and substantial dilution in net tangible book value per share.
Additional dilution may occur upon the exercise of outstanding stock
options, and upon the exercise of options to purchase the Company's
stock which may be granted from time to time in the future.

		(q)	Social Responsibility.  A significant part of the Company's
philosophy is the importance of promoting its values, supporting the community
and supporting the goal of creating a healthier planet.  Consistent with this
philosophy, the Company is committed to making donations to non-profit
environmentally oriented groups and to others who support similar goals.  The
Company donates to such groups an amount of funds determined annually by
the Company's Board of Directors.  Management believes that these donations
and the philosophy of which they form are part are an integral part of the
Company's goals and may ultimately lead to a profitable company.

	I understand that the foregoing is not a complete list of risks involved in
this Investment in the Company.  Both my advisors and I have had the
opportunity to ask questions of and receive answers from representatives of
the Company or persons acting on its behalf concerning the Company and the
terms and conditions of this proposed Investment in the Company, and my
advisors and I have also had the opportunity to obtain additional information
necessary to verify the accuracy of information furnished about the Company.
Accordingly, I have independently evaluated the risks of this Investment.

	7.	I am aware of my inability to liquidate the Debenture readily in case of an
emergency.  My overall commitment to investments, which are not readily
marketable, is not excessive in view of my net worth and financial
circumstances and the Investment will not cause such commitment to become
excessive.  In view of such facts, I acknowledge that I have adequate means
of providing for my current needs, anticipated future needs and possible
contingencies and emergencies and have no need for liquidity in the Debenture.
I am able to bear the economic risk of this Investment.

	8.	I warrant and represent that the Debenture and any security issuable upon
conversion, has been and will be acquired for my own account for the purpose of
investment and not with a view to, or for sale in connection with, a
distribution thereof and not with any present intention of distributing or
selling the Debenture or such securities.  I understand that the Debenture
has not been registered under the Securities Act of 1933, as amended (the
"Act"), or the securities laws of any state, and I hereby agree not to make
any sale, transfer or other disposition of the Debenture unless either (i) the
Debenture first shall have been registered under the Securities Act and all
applicable state securities laws, or (ii) an exemption from such registration
is available, and the Company has received such documents and agreements from
me and the transferee as the Company requests at such time.

	9.	If, pursuant to the terms of the Debenture, the Company elects to permit
the conversion of the Debenture into Common Stock and I elect to exchange all
or part of the outstanding principal balance of the Debenture for shares of
the Common Stock of the Company, I understand that until the Common Stock has
been registered under the Securities Act and applicable state securities laws
or until the Company shall have received an opinion of its counsel stating
that such a legend is not necessary, each certificate representing such shares
of Common Stock shall bear a legend substantially similar to the following:

		"The securities represented by this certificate have not been
registered under the Securities Act of 1933, as amended (the "Act") or any
state securities laws, have been acquired for investment, and may not be
sold, pledged, hypothecated or otherwise transferred unless a registration
statement under the Act and any applicable state law is in effect with
regard thereto or an exemption from such registration is available."

	10.	I understand that neither the United States Securities and Exchange
Commission nor the Commissioner or Department of Securities or Attorney General
of any state has passed upon the merits or qualifications of, nor recommended
nor approved, the Debenture or this Private Placement.  Any representation to
the contrary is a criminal offense.

	11.	I acknowledge that no general solicitation or general advertising
(including communications published in any newspaper, magazine or other
broadcast) has been received by me and that no public solicitation or
advertisement with respect to the Private Placement has been made to me.

	12.	I understand I am urged to seek independent advice from my professional
advisors relating to the suitability of this Investment in the Company in view
of my overall financial needs and with respect to the legal and tax
implications of such an investment.

	13.	I satisfy any special suitability or other applicable requirements of my
state of residence.

	14.	This Agreement when executed by me constitutes my valid and binding
obligation and I have taken no action in connection therewith which could
subject the Company to any valid claim for any commission, fee or other
compensation to a finder or broker.  The execution and performance hereof
violates no order, judgment, injunction, agreement or controlling document
to which I am a party or by which I am bound.  If an organization, the
undersigned (i) is duly organized, validly existing and in good standing
under the laws of the jurisdiction in which it has been formed; (ii) has the
right and power under its organizational instruments to execute, deliver and
perform its obligations hereunder; (iii) this Agreement has been duly
authorized by all necessary action on the part of all officers, directors
and partners, stockholders and trustees and will not violate any agreement
to which the undersigned is a party; and (iv) the individual executing and
delivering this Agreement has the requisite right, power, capacity and
authority to do so on behalf of the organization.  The undersigned has not
been organized for the purpose of this subscription.

	15.	I agree not to transfer or assign this Agreement except as may be
permitted by law and explicitly consented to by the Company and any such
transfer or assignment shall be made only in accordance with all applicable
laws and any such consent.

	16.	I understand that I may not cancel, terminate or revoke this Agreement or
any agreement made by me hereunder and that this Agreement shall survive my
death or disability and shall be binding upon my heirs, executors,
administrators, successors and assigns.

	17.	I understand that this Agreement constitutes the entire Agreement among
the parties hereto with respect to the subject matter hereof and may be
amended only by a writing executed by all parties.

	18.	I understand the meaning and legal consequences of this Agreement and
agree to indemnify and hold harmless the Company and each director and
officer thereof from and against any and all loss, damage or liability due to
or arising out of a breach of any representation, warranty or agreement of
the undersigned contained in this Agreement.

	19.	Within 10 days after receipt of a written request from the Company, I
agree to provide such information and to execute and deliver such documents
as reasonably may be necessary to comply with any and all laws and regulations
to which the Company is subject.

	20.	I understand that all notices and other communications hereunder shall be
in writing and shall be deemed to have been given when delivered or mailed by
first-class, registered or certified mail, postage prepaid, addressed (a) if
to the Company, to its address set forth above, and to such other person(s)
or address(es) as the Company shall have furnished to the other parties
hereto in writing; and (b) if to me, at such address as appears on the
records of the Company or at such other address as I have furnished to the
Company in writing.

	21.	I understand that whenever used herein, the singular number shall include
the plural, the plural shall include the singular, and the use of any gender
shall include all persons and entities.

	22.	I am purchasing the Debenture as follows (please check as appropriate):

		____	individually			____	in trust

		____	joint tenants			____	as a partnership

		____	tenants in common		____	other:

		Name:  	_____________________________________________
		Telephone:	  _________________________________________
		Home Address:  	_____________________________________
		City:  _________________ State:  _________ Zip:  _________
		Business:  	__________________________________________
		Address:	___________________________________________
		City:  _________________ State:  _________ Zip:  _________
		Business Telephone:  	_________________________________

	Communications should be sent to: 		____	business or
							____	home address

	Federal Income Tax Identification Number
	(Social Security Number for Individual Investors):  	_________________

	23.	Under penalties of perjury, I certify that:

		(a)	The number shown above is my correct Taxpayer
Identification Number (Social Security Number for Individual Investors);

		(b)	I am not subject to backup withholding either because I have
not been notified by the Internal Revenue Service (IRS) that I am subject
to backup withholding as a result of a failure to report all interest or
dividends, or the IRS has notified me that I am no longer subject to
backup withholding.

	IN WITNESS WHEREOF, the undersigned has executed this Agreement as a
sealed instrument on this ___ day of __________, 1997.




	__________________________________
							Investor Signature


(For Co-owners, if applicable)


__________________________________
	__________________________________
Investor Signature					Investor Signature


__________________________________
	__________________________________
Print Name						Print Name

***************************************************************

	The foregoing subscription for a Debenture of Seventh Generation, Inc. is
hereby accepted.

							SEVENTH GENERATION, INC.



						By:
	__________________________________
							Jeffrey A. Hollender, CEO

						Date:
	__________________________________