SUBSCRIPTION AGREEMENT

OFF-SHORE SECURITIES SUBSCRIPTION AGREEMENT





Nu Skin Asia Pacific, Inc. 75 West Center Street Provo, Utah 84601 USA



Ladies and Gentlemen:



This Offshore Securities Subscription Agreement (the "Subscription Agreement") is one of a limited number of such subscriptions for shares of Class A Common Stock, $0.001 par value per share (the "Class A Common Stock"), of Nu Skin Asia Pacific, Inc., a Delaware corporation (the "Company"). Execution of this Subscription Agreement by the undersigned purchaser (the "Purchaser") shall constitute an offer by the Purchaser to subscribe for the Shares specified in paragraph 1 below. The Company shall have the right in its sole and absolute discretion to reject such offer for any reason whatsoever, or by executing a copy of this Subscription Agreement, to accept the Purchaser's offer. If such offer is accepted, the Company will return an executed copy of this Subscription Agreement to the Purchaser.



1. Subscription. The Purchaser hereby tenders this Subscription Agreement and applies for the purchase of One Thousand Seven Hundred Thirteen (1,713) shares of the Company's Class A Common Stock (the "Shares"). The Purchaser encloses payment for the full amount of the purchase price for the Shares made payable to "Nu Skin Asia Pacific, Inc." The purchase price for each Share shall be U.S. Twenty-Three Dollars and no/100 (U.S. $23.00), for an aggregate purchase price for the Shares of U.S. Thirty Nine Thousand Three Hundred Ninety Nine (U.S. $39,399).



2. Representations and Warranties of the Purchaser. In order to induce the Company to accept this Subscription Agreement, the Purchaser hereby represents and warrants to, and covenants with, the Company as follows:



A. The Purchaser is not a U.S. Person (as that term is defined under Regulation S promulgated under the Securities Act of 1933, as amended (the "1933 Act")).

____________________



See Appendix "A" attached hereto for the definitions of

"Distributor", "U.S. Person" and "United States" under

Regulation S.







B. At the time the buy order for the Shares was originated, the Purchaser was outside the United States and is outside of the United States as of the date of the execution and delivery of this Subscription Agreement. In addition, at the time the buy order for the Shares was originated, the Purchaser was outside of the Country of Taiwan and the Purchaser did not make the offer for the Shares from the Country of Taiwan and this transaction did not take place in and was not negotiated from or within the Country of Taiwan. Moreover, this Subscription Agreement was not delivered to the Purchaser or executed by the Purchaser in the Country of Taiwan.



C. The Purchaser is purchasing the Shares for the Purchaser's own account and not on behalf of any U.S. Person, and the sale of the Shares has not been pre-arranged with the Purchaser in the United States or in the Country of Taiwan.



D. To the best knowledge of the Purchaser, each Distributor (as that term is defined in Regulation S) that is participating in the offering of the Shares, if any, has agreed that all offers and sales of the Shares prior to the expiration of a period commencing on the date of the closing of the offering (the "Closing") and ending forty (40) days thereafter shall only be made in compliance with the safe harbor provisions contained in Regulation S, or pursuant to registration of the Shares under the 1933 Act or pursuant to an applicable exemption from registration under the 1933 Act.



E. The Purchaser represents and warrants and hereby agrees that all offers and sales of the Shares prior to the expiration of a period commencing on the Closing and ending forty (40) days thereafter shall only be made in compliance with the safe harbor provisions contained in Regulation S or pursuant to registration of the Shares under the 1933 Act or pursuant to an exemption from registration or to such an exemption from registration under the 1933 Act and that thereafter all offers and sales in the United States or to U.S. Persons shall be made only pursuant to such a registration or pursuant to an exemption from registration.



F. The Purchaser acknowledges and understands that the Shares have not been registered under the 1933 Act and may not be offered or sold in the United States or to U.S. Persons during a period commencing on the Closing and ending forty (40) days thereafter unless the Shares are registered under the 1933 Act or an exemption from the registration requirements of the 1933 Act is available.



G. The Purchaser is not an officer, director or "Affiliate" (as that term is defined in Rule 405 under the 1933 Act) of the Company.



H. The Purchaser (and/or the Purchaser's purchaser representative, if any) has had a reasonable opportunity to ask questions of and receive answers from the Company, or a person or persons acting on its behalf, concerning the Company and the terms and conditions of this offering, and all such questions, if any, have been answered to the full satisfaction of the Purchaser, none of which answers is in any way inconsistent with the Prospectus dated November 21, 1996 (the "Prospectus") that was delivered to the Purchaser in connection with this transaction; and the Purchaser understands that the Company shall provide the Purchaser with an opportunity to ask additional questions of and receive answers (all of which information shall be limited to information in the public realm) from the Company concerning the Company during the period that the Purchaser owns any of the Shares;



I. The Purchaser has such knowledge and expertise in financial and business matters that the Purchaser is capable of evaluating the merits and risks involved in an investment in the Shares and is purchasing the Shares for investment, for the Purchaser's own account and not with a view towards resale or distribution.



J. Except as set forth in the Prospectus, a copy of which the Purchaser acknowledges has been received and carefully read and understood, no representations or warranties, oral or otherwise, have been made to the Purchaser by the Company or any officer, director, agent, employee or affiliate of the Company, and in entering into this transaction the Purchaser is not relying upon any information, other than the Prospectus and the results of the Purchaser's independent investigation of the Company and its operations.



K. The Purchaser understands that the Shares are being offered and sold to the Purchaser in reliance upon specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of the representations, warranties, covenants, agreements, acknowledgments and understandings of the Purchaser set forth herein in order to determine the applicability of such exemptions and the suitability of the Purchaser to purchase and acquire the Shares.



L. The Purchaser has full power an ...