Exhibit 10.5 NSE 2003 FORM 10-K Pledge Agreements






FORM OF PLEDGE AMENDMENT 



        This
Pledge Amendment, dated December 31, 2003, is delivered pursuant to Section 6(b)
of the Pledge Agreement referred to below. The undersigned hereby agrees that this Pledge
Amendment may be attached to the Pledge Agreement dated October 12, 2000, between Nu Skin
Enterprises, Inc., as Pledgor, and State Street Bank and Trust Company of California,
N.A., as Secured Party (the “Pledge Agreement”, capitalized terms defined therin
being used herein as therin defined), and that the Pledged Shares listed on this Pledge
Amendment shall be deemed to be part of the Pledged Shares and shall become part of the
Pledged Collateral and shall secure all Secured Obligations. 



NU
SKIN ENTERPRISES, INC.




By:   /s/  Ritch N. Wood

         Ritch Wood 

         Chief Financial Officer 


Notice Address

Nu Skin Enterprises, Inc.

Attn:    D. Matthew Dorny

75 West Center Street 

Provo, Utah 84601

(801)345-3800 






[PLEDGE SHARE DETAILS
TO FOLLOW] 











	Issuer
	 	Class

of Stock
	 	Stock

Certificate

Nos.
	 	Par Value
	 	Number of

Shares
	 	Number of

Shares Issued

and Outstanding
	 	Percentage

Represented by

Pledged Shares


	 	Holder of

Shares Not

Pledged
	 
	NSE Korea, Ltd., a Delaware Corp.	 	Common	 	015	 	$3,240,000	 	6,000	 	6,000	 	100%	 	N/A	 

















FORM OF PLEDGE AMENDMENT 



        This
Pledge Amendment, dated December 31, 2003, is delivered pursuant to Section 6(b)
of the Pledge Agreement referred to below. The undersigned hereby agrees that this Pledge
Amendment may be attached to the Pledge Agreement dated October 12, 2000, between Nu Skin
Enterprises, Inc., as Pledgor, and State Street Bank and Trust Company of California,
N.A., as Secured Party (the “Pledge Agreement”, capitalized terms defined therin
being used herein as therin defined), and that the Pledged Shares listed on this Pledge
Amendment shall be deemed to be part of the Pledged Shares and shall become part of the
Pledged Collateral and shall secure all Secured Obligations. 



NU SKIN ENTERPRISES, INC.


By:   /s/  Ritch N. Wood

         Ritch Wood 

         Chief Financial Officer 


Notice Address

Nu Skin Enterprises, Inc.

Attn:    D. Matthew Dorny

75 West Center Street 

Provo, Utah 84601

(801)345-3800 






[PLEDGE SHARE DETAILS
TO FOLLOW] 







	Issuer
	 	Class

of Stock
	 	Stock

Certificate

Nos.
	 	Par Value
	 	Number of

Shares
	 	Number of

Shares Issued

and Outstanding
	 	Percentage

Represented by

Pledged Shares


	 	Holder of

Shares Not

Pledged
	 
	NSE Korea, Ltd.	 	Common		100001	 	420,000	 	1	 	 	 	 	 	 	 	 	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common		100002	 	420,000	 	1	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common		100003	 	420,000	 	1	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common		100011	 	4,200,000	 	10	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	100012	 	4,200,000	 	10	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	100013	 	4,200,000	 	10	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	100014	 	4,200,000	 	10	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	100101	 	42,000,000	 	100	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	101001	 	420,000,000	 	1,000	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	101002	 	420,000,000	 	1,000	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	101003	 	420,000,000	 	1,000	 
	
		
		
		
		
		
		
		
	
	NSE Korea, Ltd.	 	Common	 	110001	 	4,200,000,000	 	10,000	 
	
		
		
		
		
		
		
		
	
	 	 		 	 	 		 	13,143	 	13,143	 	100%	 	N/A