Early Retirement Plan

NU SKIN INTERNATIONAL, INC. VOLUNTARY EARLY RETIREMENT INCENTIVE PLAN
AND
SUMMARY PLAN DESCRIPTION


TABLE OF CONTENTS Page No. 1. Definitions 1 2. Eligibility for Benefits 2 A. Eligible Employee 2 B. Timely Return Election Form 2 C. Timely Return Release and Separation Agreement 2 3. Benefits 3 A. Basic Benefit 3 B. Bonus Benefit 3 4. Payment of Benefits 3 A. Lump-sum Payment 3 B. Lump-sum Payment at Future Date 3 C. Installment Payments 3 5. Committee 3 6. Amendment or Termination 4 7. No Oral Representations; Consultation with Attorney 4 8. Severability 4 9. Construction 4 10. Headings 4 11. Governing Law 4 12. ERISA Rights 4 A. Examine Documents 4 B. Obtaining Copies 5 C. Financial Statements 5 D. Fiduciary Duties 5 E. Claims Rights 5 F. U.S. Department of Labor 5 G. Contact Information 6 H. Type of Plan 6 I. Source of Plan Funding 6 J. Service of Process 6 K. Plan Year 6 13. Effective Date 6


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NU SKIN INTERNATIONAL, INC.

VOLUNTARY EARLY RETIREMENT INCENTIVE PLAN
AND
SUMMARY PLAN DESCRIPTION

This Voluntary Early Retirement Incentive Plan (the "Plan") was adopted by Nu Skin International, Inc. on June 4, 2003. The Company reserves the right to amend or terminate this Plan at any time and from time to time. Unless sooner amended or terminated, this Plan shall apply only to Eligible Employees who voluntarily retire from service with the Company, which retirement occurs between June 4, 2003 and July 25, 2003, and who meet the conditions and requirements set forth below.

1 Definitions . For purposes of this Plan, the following terms shall have the meanings set forth below:

A. "Benefits" shall mean those benefits provided under this Plan as set forth in Section 3 below.


B. "Company" shall mean Nu Skin International, Inc. and its USA affiliates.


C. "Election Form" shall mean the election form the Company provides the Employee to elect a voluntary retirement through the Plan.


D. "Eligible Employee" or "Employee" shall mean an employee who has satisfied all of the conditions and requirements set forth in Section 2 below.


E. "Final Monthly Salary" shall mean an Employee's taxable wages for the last full calendar month of employment with the Company prior to retirement, as determined by the Company.


F. "Release and Separation Agreement" shall mean the release and separation agreement the Company provides an Employee as part of this Plan.


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G. "Years of Service" shall mean consecutive twelve (12) calendar month periods during which the Employee has been continuously employed by the Company full-time (at least 40 hours per week), as determined by the Company. A full-time Employee shall be given credit for a full Year of Service for the last year of service with the Company, regardless of the actual time employed with the Company during that last year. For example, an Eligible Employee who has consecutively worked five (5) years and three (3) months for the Company will be given credit for six (6) Years of Service. In addition, an Eligible Employee who has worked less than one (1) year with the Company will be given credit for one (1) Year of Service. For example, an Eligible Employee who has worked three (3) months for the Company will be given credit for one (1) Year of Service.


2. Eligibility for Benefits . In order for an Employee to qualify for Benefits, all of the following conditions must have been met:

A. Eligible Employee . The Employee must have reached the age of fifty-nine and one-half (591/2) years and be employed with the Company full-time (at least forty (40) hours per week) as of the date he or she receives the Election Form from the Company.


B. Timely Return Election Form . The Employee must affirmatively elect to participant in the Plan and retire from service with the Company by returning to the Company's human resource department the signed and completed Election Form by no later than the close of business on July 25, 2003.


C. Timely Return Release and Separation Agreement . The Employee must sign and return to the Company's human resource department the completed Release and Separation Agreement by no later than close of business on July 25, 2003. The Employee must submit the signed Release and Separation Agreement to the Company at the same time he or she signs and submits the Election Form to the Company. The Employee's resignation from the Company will be effective the date the Employee signs the Release and Separation Agreement and Election Form. An Employee shall have a minimum of forty-five (45) days after receipt of the Release and Separation Agreement to consider the execution of the same, but may sign and return the Election Form and the Release and Waiver Agreement to the Company at any time after receipt. The Release and Separation Agreement is effective and enforceable seven (7) days after the date the Employee executes it. The Employee may revoke the Release and Separation Agreement by providing written notice of such revocation to the Company at any time during the seven (7)-day period following the date he or she executes the Release and Separation Agreement. If the Employee revokes the Release and Separation Agreement, the Employee will have no right to Benefits specified in this Plan, and the Employee's resignation from the Company will be rescinded effective as of the original date of revocation, with no break in service having occurred.


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3 Benefits . Benefits under this Plan will be paid only if the Company decides in its discretion that the Employee is entitled to them.

A. Basic Benefit . Under this Plan, an Employee shall receive Benefits equal to one (1) times Final Monthly Salary for every Year of Service, subject to the following minimum and maximum. An Eligible Employee will receive a minimum of six (6) times Final Monthly Salary under this basic Benefits option, regardless of his or her Years of Service. For example, an Eligible Employee who has only one (1) Year of Service will still receive six (6) months of Final Monthly Salary under this basic Benefits option. Notwithstanding the above, an Eligible Employee will receive a maximum of twenty-four (24) times Final Monthly Salary under this basic Benefits option, regardless of his or her Years of Service,


B. Bonus Benefit . Under this plan, an Eligible Employee shall receive any bonus earned but not yet paid under the Company Bonus Plan at such time as any bonus is paid to Company employees. This bonus payment will be paid to each Eligible Employee even though not a Company employee at the time of actual payment.


4. Payment of Benefits . An Employee must choose on the Election Form a Benefits payment option. This election will be irrevocable and must be made before the Employee signs the Release and Separation Agreement. The Employee must choose one of the following three payment options:

A. Lump-sum Payment . The Employee may elect to receive a single, lump-sum payment of his or her Benefits as soon as administratively feasible after the Employee's retirement, but no sooner than seven (7) days after the Employee returns to the Company the Election Form, Release and Separation Agreement, and Non-Compete Agreement (for enhanced Benefits).


B. Lump-Sum Payment at Future Date . The Employee may elect to receive a single, lump-sum payment of his or her Benefits at a date the Employee designates on the Election Form, but no later than twelve (12) months after his or her retirement date from the Company. The Company will not pay interest on this lump-sum amount.


C. Installment Payments . The Employee may elect to receive his or her Benefits in equal, monthly installments over a period of months the Employee chooses. This period may not extend beyond twelve (12) months after the Employee's retirement date from the Company. The Company will not pay interest on these installment payments.


All payments made under this Plan are subject to applicable income, employment and other taxes as may be required under any law or regulation.

5. Committee . The Company may form a committee (the "Committee") that shall have the discretionary authority to interpret and modify this Plan. The Committee shall have authority and discretion to adopt rules and regulations applicable to this Plan, including rules that define and interpret any provision of this Plan.


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6. Amendment or Termination . This Plan may be adopted, modified or terminated, in whole or in part, at any time, and from time to time, by the Company acting through a resolution of its Board of Directors, provided that no such amendment, modification or termination of this Plan shall affect the rights of an Employee who has executed and delivered to the Company a Release and Separation Agreement pursuant to the provisions of this Plan prior to the date of such amendment to this Plan.

7. No Oral Representations; Consultation with Attorney . The Company does not guarantee any particular result under this Plan. Except for providing copies of this Plan to an Employee, neither the Company, the Committee nor any employee or agent of same shall be authorized to advise an Employee on any aspects of this Plan, including the legal and other effects of the Release and Separation Agreement to be signed by the Employee or the tax consequence of payments or benefits under this Plan. No representation of the tax or other legal effects of the Release and Separation Agreement against the Company or consideration for the Release and Separation Agreement against the Company or the scope of the Release and Separation Agreement against the Company have been made by the Company. The Employee agrees as a condition to receiving Benefits under this Plan that he or she will consult with his or her own advisor or legal counsel with respect to such matters.

8. Severability . In the event any section, subsection, paragraph, subparagraph or specific provision is found to be illegal or invalid for any reason, such illegality or invalidity shall not affect the remaining provisions of the Plan, and the Plan shall be construed and enforced as if such illegal and invalid provision had never been set forth in the Plan.

9. Construction . Where applicable, the masculine includes the feminine and vice versa. Where applicable, the singular includes the plural and vice versa. Where a word or phrase is defined in Section 1 of the Plan and appears in capitalized form in another Section of the Plan, such word or phrase shall have the meaning set forth in Section 1 unless the context clearly requires otherwise. A word or phrase in non-capitalized form shall retain its plain meaning taken in the context in which it appears, regardless of whether said word or phrase is defined in Section 1. Nothing herein shall be construed to permit a duplication of benefits.

10. Headings . The headings are for reference only. In the event of a conflict between a heading and the content of a Section, the content of the Section shall control.

11. Governing Law . This Plan is created in the State of Utah, and shall be construed, administered and enforced according to the laws of the State of Utah, except to the extent preempted by valid provisions of applicable federal law.

12. ERISA Rights . As a participant in this Plan you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all plan participants shall be entitled to those rights outlined below.

A. Examine Documents . You are entitled to examine, without charge, at the Company's office and at other specified locations, such as worksites, all documents governing the Plan and a copy of the latest annual report (Form 5500 Series), if any, filed by the P ...