SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                             -----------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

       Date of Report (Date of earlier event reported): February 19, 1999
                                                        -----------------
                           NATURAL HEALTH TRENDS CORP.
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               (Exact Name of Registrant as Specified in Charter)

            Florida                    0-25238                 59-2705336
         ------------                ----------              --------------
    (State of Incorporation   (Commission Flle No.)  (IRS Identification Number)
    or other Jurisdiction)

                                 250 Park Avenue
                            New York, New York 10117
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                    (Address of Principal Executive Offices)

                                 (212) 490-6609
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               (Registrant's Telephone Number Including Area Code)


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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

     Effective  February 19, 1999,  pursuant to an Asset Purchase Agreement (the
"Acquisition  Agreement"),  dated as of November 24, 1998 by and among,  Natural
Health Trends Corp., a Florida  corporation  (thc  "Company"),  NHTC Acquisition
Corp.,   a  newly   formed,   wholly-owned   subsidiary   of  the  Company  (the
"Subsidiary"),  and  Kaire  International,   Inc.,  a  privately  held  Delaware
corporation ("Kaire"), the Subsidary acquired (the "Acquisition"), substantially
all of the assets (the  "Assets")  of Kaire in exchange  for the issuance (i) to
Kaire, of $2,8OO,OOO  aggregate stated value of the Company's Series F Preferred
Stock, par value $.001 per share (the "Series F Preferred  Stock");  (ii) to two
creditors of Kaire,  $350,000  aggregate  stated value of the Company's Series G
Preferred Stock, par value $.001 per share (the "Series G Preferred Stock"); and
(iii) to Kaire,  five-year  warrants to purchase 200,000 shares of the Company's
common stock,  par value $.001 per share  (the"Common  Stock").  The  Subsidiary
also, pursuant to the Acquisition, assumed certain indebtedness of Kaire, agreed
to indemnify certain officers of Kaire against certain liabilities accrued prior
to the closing date and agreed, subject to certain adjustments,  to make certain
annual earn-out payments to Kaire for a period of five (5) years commencing with
the year ending  December 31, l999,  based upon the revenues and net income,  if
any, of the Subsidiary. For a copy of the Acquisition Agreement and all Exhibits
thereto  including  the Warrant and the  Articles  of  Amendment  of Articles of
Incorporation  of the Company  setting  forth the terms of the Seies F Preferred
Stock and Series G Preferred Stock  (collectively,  the "Preferred  Documents"),
see the Company's Proxy Statement dated January 25, 1999.

     Kaire   develops  and   distributes,   through  a  network  of  independent
associates,  products that are intended to appeal to health-conscious consumers,
Current  Kaire  products  include  health care  supplements  and  personal  care
products. Kaire offers a line of approximately 50 products which it divides into
nine categories,  including Antioxidant Protection, (Bodily) Defense, Digestion,
Energy and Alertness, Stress, Vital Nutrients, Weight Management, Anti-Aging and
Personal Care. Based upon the audited financial statement of Kaire, for the year
ended December 31, 1997, Kaire had net sales of approximately  $35,682,000 and a
net loss of  approximately  $6,098,000  and based upon the  unaudited  financial
statements of Kaire, for the nine (9) months ended September 30, 1998, Kaire had
net  sales  of  approximately  $21,018,916  and  a  net  loss  of  approximately
$3,192,264.

     Attached  to this  Current  Report on Form 8-K is the  Unaudited  Pro Forma
Condensed  Consolidated Balance Sheet as of November 30, 1998 of the Company and
Kaire.

                                      -2-


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ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.

       (a) Financial Statements

           The required Financial  Statements of Kaire will be filed pursuant to
           an amendment  to this Current  Report on Form 8-K no later than sixty
           (60) days from the date of this Current Report on Form 8-K.


       (b) Pro Forma Financial Information

           See attached

       (c) Exhibits

           See the Company's  Proxy  Statement dated January 25, 1999 for a copy
           of,  among  other  documents   relating  to  the   Acquisition,   the
           Acquisition Agreement, the Warrant and the Preferred Documents.


                                      -3-


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                                   SIGNATURES

    Pursuant to the requirements of the Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
Undersigned hereunto duly authorized,

                                        NATURAL HEALTH TRENDS CORP. (Registrant)


                                        By: /s/ Joseph P. Grace
                                           ---------------------------------
                                           Joseph P. Grace, Acting President

Dated: February 19, 1999