Exhibit 10.14

THE CLOROX COMPANY
2005
STOCK INCENTIVE PLAN 
NONQUALIFIED STOCK OPTION
AWARD AGREEMENT 

NOTICE OF STOCK OPTION
GRANT
The Clorox Company, a
Delaware company (the “Company”), grants to the Optionee named below an option
(the “Option”) to purchase, in accordance with the terms of The Clorox Company
2005 Stock Incentive Plan (the “Plan”) and this nonqualified stock option
agreement (the “Agreement”), the number of shares of Common Stock of the Company
(the “Shares”) at the exercise price per share (the “Exercise Price”) set forth
as follows: 


	OPTIONEE	      	(refer to UBS Financial Services Inc.
      (“UBS”)
			account for details)
	OPTIONS GRANTED		(refer to UBS account for details)
	GRANT CODE		(refer to UBS account for details)
	EXERCISE PER SHARE		(refer to UBS account for details)
	DATE
      OF GRANT	 	(refer to UBS account for details)
	EXPIRATION DATE		Ten
      years from Date of Grant
	VESTING SCHEDULE		25%
      on each of the first four anniversaries of the
			Date
      of Grant




AGREEMENT

	1.       	Grant of Option. The
      Company hereby grants to the Optionee the Option to purchase the Shares at
      the Exercise Price, subject to the terms, definitions and provisions of
      the Plan and this Agreement. All terms, provisions, and conditions
      applicable to the Option set forth in the Plan and not set forth herein
      are incorporated by reference. To the extent any provision hereof is
      inconsistent with a provision of the Plan, the provisions of the Plan will
      govern. All capitalized terms that are used in this Agreement and not
      otherwise defined herein shall have the meanings ascribed to them in the
      Plan.
	  
	2.	Exercise of Option.
	  
		a.       	Right
      to Exercise. This Option
      shall be exercisable prior to the expiration date set forth above (the
      “Expiration Date”), in accordance with the vesting schedule set forth
      above (the “Vesting Schedule”) and with the applicable provisions of the
      Plan and this Agreement. Except as otherwise specifically provided in this
      Agreement, in no event may this Option be exercised after the Expiration
      Date. Although vested within the meaning of Section 83 of the Internal
      Revenue Code since no substantial risk of forfeiture exists once the
      options become exercisable according to the Vesting Schedule above, the
      Options will not be earned until the Optionee has fulfilled all of the
      conditions precedent set forth in this Agreement, including, but not
      limited to, the obligations set forth in Sections 7(b), 7(c), 7(d), 7(e)
      and Section 8, and the Optionee shall have no right to retain the Shares
      or the value thereof upon vesting or exercise of the Options until all
      conditions precedent have been satisfied.
	  
		b.	Method
      of Exercise. This Option
      shall be exercisable only by delivery of an exercise notice (printable
      from the Clorox Web at http://CLOROXWEB.clorox.com/hr/stock or available from the Company’s designee)
      (the “Exercise Notice”) which shall state the election to exercise the
      Option, the whole number of vested Shares in respect of which the Option
      is being exercised and such other provisions as may be required by the
      Committee. Such Exercise Notice shall be signed by the Optionee and shall
      be delivered by mail or fax, to the Company’s designee accompanied by
      payment of the Exercise Price. The Company may require the Optionee to
      furnish or execute such other documents as the Company shall reasonably
      deem necessary (1) to evidence such exercise and (2) to comply with or
      satisfy the requirements of the Securities Act of 1933, as amended, the
      Exchange Act, or any Applicable Laws. The Option shall be deemed to be
      exercised upon receipt by the Company’s designee of such written notice
      accompanied by the Exercise Price.
	   
			No Shares
      will be issued pursuant to the exercise of the Option unless such issuance
      and such exercise shall comply with all Applicable Laws. Assuming such
      compliance, for income tax purposes, the Shares shall be considered
      transferred to the Optionee on the date on which the Option is exercised
      with respect to such Shares.


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		c.       	Taxes. Pursuant to
      Section 16 of the Plan, the Committee shall have the power and the right
      to deduct or withhold, or require the Optionee to remit to the Company, an
      amount sufficient to satisfy any applicable tax withholding requirements
      applicable to this Option. The Committee may condition the issuance of
      Shares upon the Optionee’s satisfaction of such withholding obligations.
      The Optionee may elect to satisfy all or part of such withholding
      requirement by tendering previously-owned Shares or by having the Company
      withhold Shares having a Fair Market Value equal to the minimum statutory
      tax withholding rate that could be imposed on the transaction (or such
      other rate that will not result in a negative accounting impact) or in
      such other manner as is acceptable to the Company. Such election shall be
      irrevocable, made in writing, signed by the Optionee, and shall be subject
      to any restrictions or limitations that the Committee, in its sole
      discretion, deems appropriate.
	  
	3.       	Method of Payment.
      Pursuant to Section 6(f) of the Plan and subject to such limitations as
      the Committee may impose (including prohibition of one or more of the
      following payment methods), payment of the Exercise Price may be made in
      cash or by check, Shares or a combination thereof.
	   
	4.	Termination of Employment or Service and Expiration of Exercise
      Period.
	   
		a.	Termination of Employment or Service. If the Optionee’s employment or service
      with the Company and its Subsidiaries is terminated, the Optionee may
      exercise all or part of this Option prior to the expiration dates set
      forth in paragraph (b) herein, but only to the extent that the Option had
      become vested before the Optionee’s employment or service terminated.
      Notwithstanding the above, if the Optionee’s termination of employment or
      service (1) is due to Retirement and is more than 12 months from the Date
      of Grant set forth in this Agreement, or (2) is due to death or
      Disability, the Option shall become 100% vested and shall remain
      exercisable until the expiration dates determined pursuant to paragraph
      (b) of this Section.
	   
			When the Optionee’s employment or service with the Company and its
      Subsidiaries terminates (except when due to Retirement, death or
      Disability), this Option shall expire immediately with respect to the
      number of Shares for which the Option is not yet vested. If the Optionee
      dies after termination of employment or service, but before the expiration
      of the Option, all or part of this Option may be exercised (prior to
      expiration) by the personal representative of the Optionee or by any
      person who has acquired this Option directly from the Optionee by will,
      bequest or inheritance, but only to the extent that the Option was vested
      and exercisable upon termination of the Optionee’s employment or
      service.
	  
		b.	Expiration of Exercise Period. Upon termination of the Optionee’s
      employment or service with the Company and its Subsidiaries, the Option
      shall expire on the earliest of the following occasions:
	  
			i.       	The
      Expiration Date;
	  
			ii.	The date
      ninety (90) days following the termination of the Optionee’s employment or
      service for any reason other than Cause, death, Disability, or
      Retirement;
	  
			iii.	The date
      one year following the termination of the Optionee’s employment or service
      due to death or Disability;
	   
			iv.	The date
      five (5) years following the termination of the Optionee’s employment or
      service due to Retirement, provided the Optionee’s Retirement is more than
      12 months from the Date of Grant set forth in this Agreement;
  or
	   
			v.	The date
      of termination of the Optionee’s employment or service for
  Cause.
	   
		c.	Definition of “Retirement.” For purposes of this Agreement, the Optionee’s employment or
      service shall be deemed to have terminated due to “Retirement” if the
      Optionee terminates employment or service as an Employee for any reason,
      including Disability (but other than for Cause) after (1) twenty (20) or
      more years of “vesting service,” which solely for purposes of this
      Agreement, shall be calculated under Article III of The Clorox Company
      401(k) Plan (the “401(k) Plan”) entitled “Service” along with any other
      relevant provisions of the 401(k) Plan necessary or desirable to give full
      effect thereto, or any successor provisions, regardless of the status of
      the Optionee with respect to the 401(k) Plan (“Vesting Service”), or (2)
      attaining age fifty-five (55) with ten (10) or more years of Vesting
      Service.


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		d.       	Definition of “Disability.” For purposes of this Agreement, the Optionee’s employment shall
      be deemed to have terminated due to the Optionee’s Disability if the
      Optionee is entitled to long-term disability benefits under the Company’s
      long-term disability plan or policy, as in effect on the date of
      termination of the Optionee’s employment.
	  
	5.       	Change in Control.
      Upon the occurrence of a Change in Control, unless otherwise specifically
      prohibited under Applicable Laws or by the rules and regulations of any
      governing governmental agencies or national securities exchanges, the
      Option shall become 100% vested and immediately exercisable, unless such
      Option is assumed, converted or replaced by the continuing entity;
      provided, however, that in the event the Participant’s employment is
      terminated without Cause or by the Participant for Good Reason upon or
      within twenty-four (24) months following consummation of a Change in
      Control, any replacement awards will become immediately exercisable. For
      purposes of this Agreement, the term “Good Reason” shall have the meaning
      set forth in any employment agreement or severance agreement or policy
      applicable to the Optionee. If the Optionee is not a party to any
      agreement or covered by a policy in which a definition of “Good Reason” is
      provided, then the following definition shall apply:
	  
		“Good Reason” means resignation of the Optionee in connection with
      the occurrence of any of the following events without the Optionee’s
      written consent (provided that notice of such event is provided within 90
      days following the first occurrence thereof):
	  
		a.	The assignment to the Optionee of any duties inconsistent in any
      material respect with the Optionee’s position (including offices, titles
      and reporting requirements), authority, duties or responsibilities as they
      existed at any time during the 120-day period immediately preceding the
      Change in Control, or any other action by the Company which results in a
      material diminution in such position, authority, duties or
      responsibilities, excluding for this purpose an isolated, insubstantial
      and inadvertent action not taken in bad faith and which is remedied by the
      Company promptly after receipt of notice thereof given by the Optionee;
      or
	  
		b.	Any material reduction by the Company of the Optionee’s Base Salary
      or bonus target, other than an isolated, insubstantial and inadvertent
      failure not occurring in bad faith and which is remedied by the Company
      promptly after receipt of notice thereof given by the Optionee;
    or
	  
		c.	The Company requires the Optionee to be based at any office or
      location which increases his commute by more than 50 miles from his
      commute immediately prior to the Change in Control.
	  
		Any notice provided by the Optionee under this “Good Reason”
      provision shall mean a written notice which (1) indicates the specific
      termination provision in the Good Reason definition relied upon, (2) to
      the extent applicable, sets forth in reasonable detail the facts and
      circumstances claimed to provide a basis for termination of the Optionee’s
      employment under the provision so indicated and (3) the Optionee’s
      intended separation date if the Company does not cure the issue (which
      date shall be not less than thirty (30) days after the giving of such
      notice).
	  
	6.	Transferability of Option. This Option shall not be transferable by the Optionee other than
      by will or the laws of descent and distribution, and the Option shall be
      exercisable during the Optionee’s lifetime only by the Optionee or on his
      or her behalf by the Optionee’s guardian or legal
  representative.
	  
	7.	Protection of Trade Secrets and Limitations on
      Exercise.
	  
		a.	Definitions.
	  
			i.       	“Affiliated Company”
      means any organization controlling, controlled by or under common control
      with the Company.
				 
			ii.	“Confidential
      Information” means the Company’s
      technical or business or personnel information not readily available to
      the public or generally known in the trade, including inventions,
      developments, trade secrets and other confidential information, knowledge,
      data and know-how of the company or any Affiliated Company, whether or not
      they originated with the Optionee, or information which the Company or any
      Affiliated Company received from third parties under an obligation of
      confidentiality.


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			iii.	“Conflicting
      Product” means any product,
      process, machine, or service of any person or organization, other than the
      Company or any Affiliated Company, in existence or under development that
      (1) resembles or competes with a product, process, machine, or service
      upon or with which the Optionee shall have worked during the two years
      prior to the Optionee’s termination of employment with the Company or any
      Affiliated Company or (2) with respect to which during that period of time
      the Optionee, as a result of his/her job performance and duties, shall
      have acquired knowledge of Confidential Information, and whose use or
      marketability could be enhanced by application to it of Confidential
      Information. For purposes of this section, it shall be conclusively
      presumed that the Optionee has knowledge of information to which s/he has
      been directly exposed through actual receipt or review of memorandum or
      documents containing such information or through actual attendance at
      meetings at which such information was discussed or
disclosed.
	       	  
			iv.      
      	“Conflicting
      Organization” means any
      person or organization that is engaged in or about to become engaged in
      research on or development, production, marketing or selling of a
      Conflicting Product.
		  
		b.      
      	Right to Retain
      Shares Contingent on Protection of Confidential
      Information. In partial
      consideration for the award of this Option, the Optionee agrees that at
      all times, both during and after the term of the Optionee’s employment
      with the Company or any Affiliated Company, to hold in the strictest
      confidence, and not to use (except for the benefit of the Company at the
      Company’s direction) or disclose (except for the benefit of the Company at
      the Company’s direction), regardless of when disclosed to the Optionee,
      any and all Confidential Information of the Company or any Affiliated
      Company. The Optionee understands that for purposes of this Section 7(b),
      Confidential Information further includes, but is not limited to,
      information pertaining to any aspect of the business of the Company or any
      Affiliated Company which is either information not known (or known as a
      result of a wrongful act of the Optionee or of others who were under
      confidentiality obligations as to the item or items involved) by actual or
      potential competitors of the Company or other third parties not under
      confidentiality obligations to the Company. If, prior to the expiration of
      the Option or at any time within one (1) year after the date of exercise
      of all or any portion of the Option, the Optionee discloses or uses, or
      threatens to disclose or use, any Confidential Information other than in
      the course of performing authorized services for the Company (or any
      Affiliated Company), the unexercised portion of the Option, whether vested
      or not, will be immediately forfeited and cancelled, and the Optionee
      shall immediately return to the Company the Shares or the pre-tax income
      derived from any disposition of the Shares.
		  
		c.	No Interference
      with Customers or Suppliers. In partial consideration for the award of this Option, in order
      to forestall the disclosure or use of Confidential Information as well as
      to avoid the Optionee’s intentional interference with the contractual
      relations of the Company or any Affiliated Company, the Optionee’s
      intentional interference with prospective economic advantage of the
      Company or any Affiliated Company and to promote fair competition, the
      Optionee agrees that the Optionee’s right to exercise this Option is
      contingent upon the Optionee refraining, prior to the expiration of the
      Option and for a period of one (1) year after the date of exercise, for
      himself/herself or any third party, directly or indirectly, from using
      Confidential Information to (1) divert or attempt to divert from the
      Company (or any Affiliated Company) any business of any kind in which it
      is engaged, or (2) intentionally solicit its customers with which it has a
      contractual relationship as to Conflicting Products, or interfere with the
      contractual relationship with any of its suppliers or customers
      (collectively, “Interfere”). If, during the term of the Option or at any
      time within one (1) year after the date of exercise of all or any portion
      of the Option, the Optionee breaches his/her obligation not to Interfere,
      the Optionee’s right to the Shares upon exercise of the Option shall not
      have been earned and the unexercised portion of the Option, whether vested
      or not, will be immediately cancelled, and the Optionee shall immediately
      return to the Company any Shares acquired upon exercise of the Option or
      the pre-tax income derived from any disposition of such Shares. For
      avoidance of doubt, the term “Interfere” shall not include any
      advertisement of Conflicting Products through the use of media intended to
      reach a broad public audience (such as television, cable or radio
      broadcasts, or newspapers or magazines) or the broad distribution of
      coupons through the use of direct mail or through independent retail
      outlets. THE OPTIONEE UNDERSTANDS THAT THIS
      PARAGRAPH IS NOT INTENDED TO AND DOES NOT PROHIBIT THE CONDUCT DESCRIBED,
      BUT PROVIDES FOR THE CANCELLATION OF THE UNEXERCISED PORTION OF THE OPTION
      AND A RETURN TO THE COMPANY OF THE SHARES OR THE GROSS TAXABLE PROCEEDS OF
      SHARES ISSUED UPON AN EXERCISE OF THE OPTION IF THE OPTIONEE SHOULD CHOOSE
      TO VIOLATE THIS “NO INTERFERENCE WITH CUSTOMERS OR SUPPLIERS” PROVISION
      PRIOR TO THE EXPIRATION OF THE OPTION OR WITHIN ONE (1) YEAR AFTER
      EXERCISE.


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	       	d.       	No
      Solicitation of Employees.
      In partial consideration for the award of this Option, in order to
      forestall the disclosure or use of Confidential Information, as well as to
      deter the Optionee’s intentional interference with the contractual
      relations of the Company or any Affiliated Company, the Optionee’s
      intentional interference with prospective economic advantage of the
      Company or any Affiliated Company, and to promote fair competition, the
      Optionee agrees that the Optionee’s right to exercise this Option is
      contingent upon the Optionee refraining, prior to the expiration of the
      Option and for a period of one (1) year after the date of exercise, for
      himself/herself or any third party, directly or indirectly, from
      soliciting for employment any person employed by the Company, or by any
      Affiliated Company, during the period of the solicited person’s employment
      and for a period of one (1) year after the termination of the solicited
      person’s employment with the Company or any Affiliated Company
      (collectively “Solicit”). If, during the term of the Option or at any time
      within one (1) year after the date of exercise of all or any portion of
      the Option, the Optionee breaches his/her obligation not to Solicit, the
      Optionee’s right to the Shares upon exercise of the Option shall not have
      been earned and the unexercised portion of the Option, whether vested or
      not, will be immediately cancelled, and the Optionee shall immediately
      return to the Company any Shares acquired upon exercise of the Option or
      the pre-tax income derived from any disposition of such Shares.
      THE OPTIONEE UNDERSTANDS
      THAT THIS PARAGRAPH IS NOT INTENDED TO AND DOES NOT PROHIBIT THE CONDUCT
      DESCRIBED, BUT PROVIDES FOR THE CANCELLATION OF THE UNEXERCISED PORTION OF
      THE OPTION AND A RETURN TO THE COMPANY OF THE SHARES OR THE GROSS TAXABLE
      PROCEEDS OF SHARES ISSUED UPON AN EXERCISE OF THE OPTION IF THE OPTIONEE
      SHOULD CHOOSE TO VIOLATE THIS NON-SOLICITATION OF EMPLOYEES PROVISION
      PRIOR TO THE EXPIRATION OF THE OPTION OR WITHIN ONE (1) YEAR AFTER
      EXERCISE.
	  
		e.	Injunctive and Other Available Relief. By acceptance of this Option, the Optionee
      acknowledges that, if the Optionee were to breach or threaten to breach
      his/her obligation hereunder not to Interfere or Solicit or not to
      disclose or use any Confidential Information other than in the course of
      performing authorized services for the Company (or any Affiliated
      Company), the harm caused to the Company by such breach or threatened
      breach would be, by its nature, irreparable because, among other things,
      damages would be significant and the monetary harm that would ensue would
      not be able to be readily proven, and that the Company would be entitled
      to injunctive and other appropriate relief to prevent threatened or
      continued breach and to such other remedies as may be available at law or
      in equity. To the extent not prohibited by law, any cancellation of the
      Option pursuant to any of Sections 7(b) through 7(d) above shall not
      restrict, abridge or limit in any fashion the types and scope of
      injunctive and other available relief to the Company. Notwithstanding any
      provision of this Agreement to the contrary, nothing under this Agreement
      shall limit, abridge, modify or otherwise restrict the Company (or any
      Affiliated Company) from pursuing any or all legal, equitable or other
      appropriate remedies to which the Company may be entitled under any other
      agreement with the Optionee, any other plan, program, policy or
      arrangement of the Company (or any Affiliated Company) under which the
      Optionee is covered or participates, or any applicable law, all to the
      fullest extent not prohibited under applicable
law.


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	8.       	Right to Retain Shares Contingent on Continuing Non-Conflicting
      Employment. In partial
      consideration for the award of this Option in order to forestall the
      disclosure or use of Confidential Information, as well as to deter the
      Optionee’s intentional interference with the contractual relations of the
      Company or any Affiliated Company, the Optionee’s intentional interference
      with prospective economic advantage of the Company or any Affiliated
      Company, and to promote fair competition, the Optionee agrees that the
      Optionee’s right to exercise this Option is contingent upon the Optionee
      refraining, prior to the expiration of the Option and for a period
      of one (1) year after the date of exercise, from rendering services, directly or indirectly, as director, officer, employee, agent, consultant or otherwise, to any Conflicting Organization except a Conflicting Organization whose business is diversified and that, as to that part of its business to which the Optionee renders services, is not a Conflicting Organization, provided that the Company shall receive separate written assurances satisfactory to the Company from the Optionee and the Conflicting Organization that the Optionee shall not render services during such period with respect to a Conflicting Product.  If, prior to the expiration of the Option or at any time within one (1) year after the date of exercise of all or any portion of the Option, the Optionee shall render services to any Conflicting Organization other than as expressly permitted herein, the Optionee's right to the Shares upon exercise of the Option shall not have been earned and the unexercised portion of the Option, whether vested or not, will be immediately cancelled, and the Optionee shall immediately return to the Company any Shares acquired upon exercise of the Option or the pre-tax income derived from any disposition of such Shares.  THE OPTIONEE UNDERSTANDS THAT THIS PARAGRAPH IS NOT INTENDED TO AND DOES NOT PROHIBIT THE OPTIONEE FROM RENDERING SERVICES TO A CONFLICTING ORGANIZATION, BUT PROVIDES FOR THE CANCELLATION OF THE UNEXERCISED PORTION OF THE OPTION AND A RETURN TO THE COMPANY OF THE SHARES OR THE GROSS TAXABLE PROCEEDS OF SHARES ISSUED UPON AN EXERCISE OF THE OPTION IF THE OPTIONEE SHOULD CHOOSE TO RENDER SUCH SERVICES PRIOR TO THE EXPIRATION OF THE OPTION OR WITHIN ONE (1) YEAR AFTER EXERCISE.
	  
	9.       	Repayment Obligation. In the event that (1) the Company issues a significant
      restatement of financial results and (2) the Committee determines, in good
      faith, that the Optionee’s fraud or misconduct was a significant
      contributing factor to such restatement and (3) some or all of the Option
      that was granted and/or vested prior to such restatement would not have
      been granted and/or vested, as applicable, based upon the restated
      financial results, the Optionee shall immediately return to the Company
      the unexercised portion of the Option and any Shares or the pre-tax income
      derived from any disposition of the Shares previously received in upon
      exercise of the Option that would not have been granted and/or vested
      based upon the restated financial results. Notwithstanding anything herein to the contrary, in no event shall
      the Repayment Obligation apply to any portion of the Option that vested
      more than four years prior to the date the applicable restatement is
      announced. The Company shall be able to enforce the Repayment Obligation
      by all legal means available, including, without limitation, by
      withholding such amount from other sums owed by the Company to the
      Optionee.
	  
	10.	Miscellaneous Provisions.
	  
		a.       	Rights
      as a Stockholder. Neither
      the Optionee nor the Optionee’s transferee or representative shall have
      any rights as a stockholder with respect to any Shares subject to this
      Option until the Option has been exercised and Share certificates have
      been issued to the Optionee, transferee or representative, as the case may
      be.
	  
		b.	Choice
      of Law, Exclusive Jurisdiction and Venue. This Agreement shall be governed by, and
      construed in accordance with, the laws of the State of Delaware, excluding
      any conflicts or choice of law rule or principle that might otherwise
      refer construction or interpretation of this Agreement to the substantive
      law of another jurisdiction. The courts of the State of Delaware shall have exclusive
      jurisdiction over any disputes or other proceedings relating to this
      Agreement, and venue shall reside with the courts in New Castle County,
      Delaware, including if jurisdiction shall so permit, the U.S. District
      Court for the District of Delaware. Accordingly, the Optionee agrees that any
      claim of any type relating to this Agreement must be brought and
      maintained in the appropriate court located in New Castle County,
      Delaware, including if jurisdiction will so permit, in the U.S. District
      Court for the State of Delaware. The Optionee hereby consents to the
      jurisdiction over the Optionee of any such courts and waives all
      objections based on venue or inconvenient forum.
	  
		c.	Modification or Amendment. This Agreement may be modified or amended by the Board or
      the Committee
      at any time; provided, however, no modification or amendment to this
      Agreement shall be made which would materially and adversely affect the
      rights of the Optionee, without such Optionee’s written
  consent.


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		d.	Severability. In the event any provision of this Agreement
      shall be held illegal or invalid for any reason, the illegality or
      invalidity shall not affect the remaining provisions of this Agreement,
      and this Agreement shall be construed and
      enforced to reflect the intent of the parties to
      the fullest extent not
      prohibited by law, and in the
      event that such provision is
      not able to be so construed and enforced,
      then this Agreement shall
      be
      construed and enforced as if such
      illegal or invalid provision had
      not been included. In
      amplification of the preceding sentence, in the event that
      the time period
      or scope of any provision
      is declared by a court or arbitrator of
      competent jurisdiction to
      exceed the maximum time
      period or scope that such
      court or arbitrator
      deems enforceable, then such
      court or arbitrator shall have
      the power to reduce the time period or
      scope to the maximum
      time period or scope permitted
      by
      law.
	       		 
		e.      
      	References to
      Plan. All references to the Plan shall be deemed
      references to the Plan as may be amended.
		  
		f.	Headings. The captions
      used in this Agreement are inserted for
      convenience and shall not be deemed a part
      of this Option for construction or interpretation.
		  
		g.	Interpretation. Any dispute regarding the interpretation
      of this Agreement shall be
      submitted by the Optionee or by the Company forthwith to the Board or the Committee, which
      shall review such dispute at its next regular meeting.
      The resolution of such dispute
      by the Board or the Committee shall be final and binding on all persons. It is the intention of the
      Company and the Optionee to make the
      promises contained in this Agreement
      reasonable and binding only to the extent that it
      may be lawfully done under existing applicable
      laws. This Agreement and the
      Plan constitute the entire and exclusive
      agreement between the Optionee and the Company,
      and it supersedes all prior
      agreements or understandings, whether written or oral, with respect to the
      grant of Options set forth in this Agreement.
		  
		h.	Section 409A
      Compliance. To the extent
      applicable, it is intended that the Plan
      and this Agreement comply with the requirements of Section 409A of the Internal
      Revenue Code of 1986, as amended (the
      “Code”) and any related regulations or
      other guidance promulgated with respect to
      such Section by the U.S. Department of the Treasury or the
      Internal Revenue Service (“Section 409A”). Any provision of the Plan or this Agreement that would cause this Award to fail to satisfy Section 409A shall have
      no force or effect until amended to comply with Section 409A, which amendment may be retroactive to the extent
      permitted by Section 409A.
		   
		i.	Agreement with
      Terms. Receipt of any benefits under this Agreement by the
      Optionee shall constitute the Optionee’s
      acceptance of and agreement with all of
      the provisions of this Agreement and of the Plan that are applicable to this Agreement, and the Company
      shall administer this Agreement accordingly.


 


	THE CLOROX COMPANY
    
		 
  
	By:   	
		 
  
	Its: 	Chairman of the Board and CEO
      




 

THE OPTIONEE
ACKNOWLEDGES AND AGREES
THAT THIS AGREEMENT IS A UNILATERAL CONTRACT AND THAT THE
OPTIONEE’S RIGHT TO THE
SHARES PURSUANT TO THE OPTION
HEREOF IS ACCEPTED AND EARNED
ONLY BY CONTINUING EMPLOYMENT
AT THE WILL OF THE COMPANY (NOT THROUGH
THE ACT OF BEING HIRED, BEING
GRANTED THIS OPTION OR
ACQUIRING
SHARES HEREUNDER) AND BY COMPLIANCE
WITH THE OPTIONEE’S VARIOUS
OBLIGATIONS UNDER THIS AGREEMENT. THE OPTIONEE FURTHER
ACKNOWLEDGES AND AGREES THAT
NOTHING IN THIS AGREEMENT,
NOR IN THE PLAN, SHALL CONFER
UPON THE OPTIONEE ANY RIGHT
WITH RESPECT TO CONTINUATION OF
EMPLOYMENT BY THE COMPANY,
NOR SHALL IT INTERFERE IN ANY WAY
WITH THE OPTIONEE’S RIGHT OR THE
COMPANY’S RIGHT TO TERMINATE THE
OPTIONEE’S EMPLOYMENT AT ANY
TIME, FOR ANY REASON OR NO REASON, WITH
OR WITHOUT CAUSE, AND WITH OR WITHOUT ADVANCE NOTICE
EXCEPT AS MAY BE REQUIRED BY
APPLICABLE LAW. 

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The Optionee acknowledges that
a copy of the Plan, Plan Information and the Company’s Annual Report and Proxy
Statement (the “Prospectus Information”) are available for viewing on the
Company’s Cloroxweb site at http://CLOROXWEB.clorox.com/hr/stock. The Optionee hereby consents to receive the
Prospectus Information electronically or, in the alternative, to contact the HR
Service Center at 1-800-709-7095 to request a paper copy of the Prospectus
Information. The Optionee represents that s/he is familiar with the terms and
provisions thereof, and hereby accepts this Agreement subject to all of the
terms and provisions thereof. The Optionee has reviewed the Plan and this
Agreement in their entirety, has had an opportunity to obtain the advice of
counsel prior to executing this Agreement and fully understands all provisions
of this Agreement. The Optionee acknowledges and hereby agrees to accept as
binding, conclusive and final all decisions or interpretations of the Committee
upon any questions arising under the Plan or this Agreement. The Optionee
further agrees to notify the Company upon any change in the residence address
indicated below.

	Dated:   	 	      	Signed:   	
				 	         
      Optionee




	Residence Address:
	  
	   




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