15.	RESTATEMENT

The consolidated financial statements as of March 31, 2014 and for the three-month period ended March 31, 2014 have been restated to correct the accounting related to (i) hyper-inflationary adjustments with respect to operations in Venezuela, and (ii) tax rebates related to the Company's new China headquarters. The hyper-inflationary currency translation adjustments should have been recorded as charges to Other Income (Expense) rather than as adjustments to Accumulated Other Comprehensive Loss. The Company also should have recorded income to Other Income (Expense) for the China tax rebates. The restatement makes these corrections by including a $21 million charge to Other Income (Expense) related to the hyper-inflationary accounting error and $7 million of income related to the China tax rebate. All other adjustments relate to the applicable income tax effects of these errors. With respect to the hyper-inflationary correction, $15 million related to the first quarter of 2014, and $6 million related to periods prior to 2014. With respect to the China tax rebates correction, $2 million related to the first quarter of 2014, and $5 million related to periods prior to 2014. The Company does not plan to amend financial statements for periods prior to 2014 as the amounts were determined to be immaterial. These changes, net of tax, negatively impacted net income for the three-month period ended March 31, 2014 by $9 million.

The following tables reconcile the amounts as originally reported in the Company's Original Form 10-Q for the quarter ended March 31, 2014 compared to the amounts as restated in this Form 10-Q/A.

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Income (Unaudited)

For the Three Month Period Ended March 31, 2014

(U.S. dollars in thousands, except per share amounts)

	As Reported			As Restated			Difference

Revenue	$	671,061		$	671,061		$	-

Cost of sales		106,644			106,644			-

Gross profit		564,417			564,417			-

Operating expenses:
Selling expenses		313,101			313,101			-
General and administrative expenses		150,119			150,119			-
Total operating expenses		463,220			463,220			-

Operating income		101,197			101,197			-

Other income (expense), net		(3,604	)		(17,508	)		(13,904	)
Income before provision for income taxes		97,593			83,689			(13,904	)
Provision for income taxes		33,332			28,835			(4,497	)

Net income	$	64,261		$	54,854		$	(9,407	)

Net income per share:
Basic	$	1.09		$	0.93		$	(0.16	)
Diluted	$	1.05		$	0.90		$	(0.15	)

Weighted average common shares outstanding:
Basic		58,869			58,869			-
Diluted		61,227			61,227			-

NU SKIN ENTERPRISES, INC.

Consolidated Balance Sheets (Unaudited)

March 31, 2014

(U.S. dollars in thousands)

	As Reported		As Restated		Difference

ASSETS
Current assets:
Cash and cash equivalents	$	284,580	$	284,580	$	-
Current investments		18,703		18,703		-
Accounts receivable		56,644		56,644		-
Inventories, net		410,668		410,668		-
Prepaid expenses and other		149,523		150,375		852
		920,118		920,970		852

Property and equipment, net		411,929		411,929		-
Goodwill		112,446		112,446		-
Other intangible assets, net		81,377		81,377		-
Other assets		115,751		115,751		-
Total assets	$	1,641,621	$	1,642,473	$	852

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	51,276	$	51,276		-
Accrued expenses		449,434		439,815		(9,619)
Current portion of debt		88,031		88,031		-
		588,741		579,122		(9,619)

Long-term debt		109,882		109,882		-
Other liabilities		79,418		77,910		(1,508)
Total liabilities		778,041		766,914		(11,127)

Stockholders' equity:
Class A common stock		91		91		-
Additional paid-in capital		399,677		399,677		-
Treasury stock, at cost		(848,335)		(848,335)		-
Accumulated other comprehensive loss		(66,250)		(44,864)		21,386
Retained earnings		1,378,397		1,368,990		(9,407)
		863,580		875,559		11,979
Total liabilities and stockholders' equity	$	1,641,621	$	1,642,473	$	852

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Comprehensive Income (Unaudited)

For the Three Month Period Ended March 31, 2014

(U.S. dollars in thousands)

	As Reported		As Restated		Difference

Net Income	$	64,261	$	54,854	$	(9,407)

Other comprehensive income, net of tax:
Foreign currency translation adjustment		(19,528)		1,858		21,386
Net unrealized gains on foreign currency cash flow hedges		(257)		(257)		-
Reclassification adjustment for realized losses (gains) in current earnings		(237)		(237)		-
		(20,022)		1,364		21,386

Comprehensive income	$	44,239	$	56,218	$	11,979

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Cash Flows (Unaudited)

For the Three Month Period Ended March 31, 2014

(U.S. dollars in thousands)

	As Reported			As Restated			Difference

Cash flows from operating activities:
Net income	$	64,261		$	54,854		$	(9,407	)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		12,251			12,251			-
Foreign currency losses (gains)		3,445			24,831			21,386
Stock-based compensation		8,682			8,682			-
Deferred taxes		9,023			6,663			(2,360	)
Changes in operating assets and liabilities:
Accounts receivable		11,597			11,597			-
Inventories, net		(76,730	)		(76,730	)		-
Prepaid expenses and other		9,533			9,533			-
Other assets		(3,752	)		(3,752	)		-
Accounts payable		(30,692	)		(30,692	)		-
Accrued expenses		(166,830	)		(176,449	)		(9,619	)
Other liabilities		(1,388	)		(1,388	)		-

Net cash provided by (used in) operating activities		(160,600	)		(160,600	)		-

Cash flows from investing activities:
Purchases of property and equipment		(30,538	)		(30,538	)		-
Proceeds of investment sales		12,638			12,638			-
Purchases of investments		(9,556	)		(9,556	)		-

Net cash used in investing activities		(27,456	)		(27,456	)		-

Cash flows from financing activities:
Exercise of employee stock options		(8,375	)		(8,375	)		-
Payment of debt		(5,834	)		(5,834	)		-
Payment of cash dividends		(20,141	)		(20,141	)		-
Income tax benefit of options exercised		5,610			5,610			-
Proceeds from debt		20,000			20,000			-
Repurchases of shares of common stock		(25,002	)		(25,002	)		-

Net cash used in financing activities		(33,742	)		(33,742	)		-

Effect of exchange rate changes on cash		(18,775	)		(18,775	)		-

Net increase/(decrease) in cash and cash equivalents		(240,573	)		(240,573	)		-

Cash and cash equivalents, beginning of period		525,153			525,153			-

Cash and cash equivalents, end of period	$	284,580		$	284,580		$	-