Exhibit 10.1 NSE 3Q FORM 10-Q SERIES F NOTES





NU SKIN ENTERPRISES,
INC. 



SERIES F SENIOR NOTE 





No. F-1
CURRENCY AND ORIGINAL PRINCIPAL
AMOUNT: 1,300,698,000 Japanese Yen 

ORIGINAL ISSUE DATE: September 28, 2007

INTEREST RATE: 2.59% 

INTEREST PAYMENT DATES: March 28 and September 28

FINAL MATURITY DATE: September 28, 2017 

PRINCIPAL PREPAYMENT DATES AND
AMOUNTS: 185,814,000 Japanese Yen on September 28 of 2011, 2012, 2013, 2014, 2015 and
2016 



        FOR
VALUE RECEIVED, the undersigned, NU SKIN ENTERPRISES, INC. (herein called the
“Company”), a corporation organized and existing under the laws of
Delaware, hereby promises to pay to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, or
registered assigns, the principal sum of ONE BILLION THREE HUNDRED MILLION SIX HUNDRED
NINETY-EIGHT THOUSAND JAPANESE YEN, payable on the Principal Prepayment Dates and in
the amounts specified above, and on the Final Maturity Date as specified above in an
amount equal to the unpaid balance of the principal hereof, with interest (computed on the
basis of a 365-day year and actual days elapsed) (a) on the unpaid balance thereof at the
Interest Rate per annum specified above, payable on each Interest Payment Date specified
above and on the Final Maturity Date specified above, commencing with the Interest Payment
Date next succeeding the date hereof, until the principal hereof shall have become due and
payable, and (b) on any overdue payment (including any overdue prepayment) of principal,
any overdue payment of any Make-Whole Amount and any overdue payment of interest, payable
on each Interest Payment Date as aforesaid (or, at the option of the registered holder
hereof, on demand), at a rate per annum from time to time equal to the Default Rate. 



        Payments
of principal, Make-Whole Amount, if any, and interest are to be made at JPMorgan Chase
Bank in Tokyo, Japan or at such other place as the holder hereof shall designate to the
Company in writing, in lawful money of Japan. 



        This
Note is one of a series of Senior Notes (herein called the “Notes”)
issued pursuant to a Private Shelf Agreement, dated as of August 26, 2003 (as from time to
time amended, herein called the “Agreement”), between Nu Skin
Enterprises, Inc. (the “Company”) and each Issuer Subsidiary which
becomes party thereto, on the one hand, and Prudential Investment Management, Inc. and
each Prudential Affiliate which becomes party thereto, on the other hand, and is entitled
to the benefits thereof. Capitalized terms used and not otherwise defined herein shall
have the meanings provided in the Agreement. Each holder of this Note will be deemed, by
its acceptance hereof, (i) to have agreed to the confidentiality provisions set forth in
Section 20 of the Agreement, and (ii) to have made the representations set forth in
Section 6 of the Agreement. This Note is secured by the Collateral Documents and is
guaranteed by the Subsidiary Guarantors pursuant to the Subsidiary Guaranty. 



        This
Note is subject to optional prepayment, in whole or from time to time in part, on the
terms specified in the Agreement. 



        This
Note is a registered Note and, as provided in the Agreement, upon surrender of this Note
for registration of transfer, duly endorsed, or accompanied by a written instrument of
transfer duly executed, by the registered holder hereof or such holder’s attorney
duly authorized in writing, a new Note for the then outstanding principal amount will be
issued to, and registered in the name of, the transferee. Prior to due presentment for
registration of transfer, the Company may treat the person in whose name this Note is
registered as the owner hereof for the purpose of receiving payment and for all other
purposes, and the Company shall not be affected by any notice to the contrary. 



        In
case an Event of Default shall occur and be continuing, the principal of this Note may be
declared or otherwise become due and payable in the manner, at the price (including any
applicable Make-Whole Amount), and with the effect provided in the Agreement. 



        This
Note shall be construed and enforced in accordance with, and the rights of the parties
shall be governed by, the law of the State of New York excluding choice-of-law principles
of the law of such state (other than Section 5-1401 of the New York General Obligations
Law) that would require the application of the laws of a jurisdiction other than such
state. 



NU SKIN ENTERPRISES, INC. 



By:    /s/ Ritch N. Wood

                                                               Name:    Ritch N. Wood

                                                                                    Title: Chief Financial Officer








NU SKIN ENTERPRISES,
INC. 



SERIES F SENIOR NOTE 





No. F-2 

CURRENCY AND ORIGINAL PRINCIPAL
AMOUNT: 967,302,000 Japanese Yen 

ORIGINAL ISSUE DATE: September 28, 2007

INTEREST RATE: 2.59%

 INTEREST PAYMENT DATES: March 28 and September 28

FINAL MATURITY DATE: September 28, 2017

 PRINCIPAL PREPAYMENT DATES AND
AMOUNTS: 138,186,000 Japanese Yen on September 28 of 2011, 2012, 2013, 2014, 2015 and
2016 



        FOR
VALUE RECEIVED, the undersigned, NU SKIN ENTERPRISES, INC. (herein called the
“Company”), a corporation organized and existing under the laws of
Delaware, hereby promises to pay to PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY
COMPANY, or registered assigns, the principal sum of NINE HUNDRED SIXTY-SEVEN
MILLION THREE HUNDRED TWO THOUSAND JAPANESE YEN, payable on the Principal Prepayment
Dates and in the amounts specified above, and on the Final Maturity Date as specified
above in an amount equal to the unpaid balance of the principal hereof, with interest
(computed on the basis of a 365-day year and actual days elapsed) (a) on the unpaid
balance thereof at the Interest Rate per annum specified above, payable on each Interest
Payment Date specified above and on the Final Maturity Date specified above, commencing
with the Interest Payment Date next succeeding the date hereof, until the principal hereof
shall have become due and payable, and (b) on any overdue payment (including any overdue
prepayment) of principal, any overdue payment of any Make-Whole Amount and any overdue
payment of interest, payable on each Interest Payment Date as aforesaid (or, at the option
of the registered holder hereof, on demand), at a rate per annum from time to time equal
to the Default Rate. 



        Payments
of principal, Make-Whole Amount, if any, and interest are to be made at JPMorgan Chase
Bank in Tokyo, Japan or at such other place as the holder hereof shall designate to the
Company in writing, in lawful money of Japan. 



        This
Note is one of a series of Senior Notes (herein called the “Notes”)
issued pursuant to a Private Shelf Agreement, dated as of August 26, 2003 (as from time to
time amended, herein called the “Agreement”), between Nu Skin
Enterprises, Inc. (the “Company”) and each Issuer Subsidiary which
becomes party thereto, on the one hand, and Prudential Investment Management, Inc. and
each Prudential Affiliate which becomes party thereto, on the other hand, and is entitled
to the benefits thereof. Capitalized terms used and not otherwise defined herein shall
have the meanings provided in the Agreement. Each holder of this Note will be deemed, by
its acceptance hereof, (i) to have agreed to the confidentiality provisions set forth in
Section 20 of the Agreement, and (ii) to have made the representations set forth in
Section 6 of the Agreement. This Note is secured by the Collateral Documents and is
guaranteed by the Subsidiary Guarantors pursuant to the Subsidiary Guaranty. 



        This
Note is subject to optional prepayment, in whole or from time to time in part, on the
terms specified in the Agreement. 



        This
Note is a registered Note and, as provided in the Agreement, upon surrender of this Note
for registration of transfer, duly endorsed, or accompanied by a written instrument of
transfer duly executed, by the registered holder hereof or such holder’s attorney
duly authorized in writing, a new Note for the then outstanding principal amount will be
issued to, and registered in the name of, the transferee. Prior to due presentment for
registration of transfer, the Company may treat the person in whose name this Note is
registered as the owner hereof for the purpose of receiving payment and for all other
purposes, and the Company shall not be affected by any notice to the contrary. 



        In
case an Event of Default shall occur and be continuing, the principal of this Note may be
declared or otherwise become due and payable in the manner, at the price (including any
applicable Make-Whole Amount), and with the effect provided in the Agreement. 



        This
Note shall be construed and enforced in accordance with, and the rights of the parties
shall be governed by, the law of the State of New York excluding choice-of-law principles
of the law of such state (other than Section 5-1401 of the New York General Obligations
Law) that would require the application of the laws of a jurisdiction other than such
state. 



NU SKIN ENTERPRISES, INC. 



By:    /s/ Ritch N. Wood

                                                               Name:    Ritch N. Wood

                                                                                    Title: Chief Financial Officer