NU SKIN ASIA PACIFIC INC
8-A12B, 1996-11-06
DRUGS, PROPRIETARIES & DRUGGISTS' SUNDRIES
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549
                                   ---------

                                    FORM 8-A

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                   PURSUANT TO SECTION 12(b) OR 12 (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
 
 
                          NU SKIN ASIA PACIFIC, INC.
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)
 
                Delaware                                  87-0565309
- ---------------------------------------       ----------------------------------
        (State of incorporation                       (I.R.S. employer
        or organization)                              identification no.)
                       
 
        75 West Center Street
        Provo, Utah 84601                                    84601
- ---------------------------------------       ----------------------------------
        (Address of principal                             (zip code)
         executive offices)   
                     
 
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box. [ ]

If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. [ ]

SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:  


          Title of each class                   Name of each exchange on which
          to be so registered                   each class is to be registered
          -------------------                   ------------------------------
 
Class A Common Stock, $.001 par value            New York Stock Exchange, Inc.
 
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:


                                     None
- -------------------------------------------------------------------------------
                               (Title of class)
 
<PAGE>
 
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

        Nu Skin Asia Pacific, Inc., a corporation organized under the laws of
the State of Delaware (the "Registrant"), is applying for registration of its
Class A Common Stock, par value $.001 per share (the "Class A Common Stock").
Incorporated herein by reference is the description of the Class A Common Stock
which is set forth under the caption "Description of Capital Stock" in the
preliminary prospectus contained within Amendment No. 2 to the Registration
Statement on Form S-1 (File No. 333-12073) filed on October 24, 1996 with the
Securities and Exchange Commission pursuant to the Securities Act of 1933, as
amended (the "Securities Act").  Any description of the Class A Common Stock
included in a form of prospectus, if any, subsequently filed by the Registrant
pursuant to Rule 424(b) under the Securities Act shall be deemed incorporated by
reference into this registration statement on Form 8-A.



ITEM 2. EXHIBITS.

        The Class A Common Stock is to be registered on the New York Stock
Exchange, Inc. ("NYSE").  Pursuant to Instruction II as to exhibits, the
following exhibits are included with each copy of this registration statement to
be filed with the NYSE.


   Exhibit Number                Exhibit
   --------------                -------

        1.              Amendment No. 2 to the Registration Statement on Form 
                        S-1 (File No. 333-12073) filed with the Securities and
                        Exchange Commission on October 24, 1996.

        2.              None.

        3.              None.

 
        4.1             Amended and Restated Certificate of Incorporation of the
                        Registrant.

        4.2             Amended and Restated By-laws of the Registrant.
 
        5.              Specimen of Certificate for shares of Class A Common
                        Stock of the Registrant.

        6.              None.

                                      -2-
<PAGE>
 
                                   SIGNATURE

        Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.


                            NU SKIN ASIA PACIFIC, INC.



                            By:  /s/ Steven J. Lund
                               ---------------------------------------
                                 Steven J. Lund
                                 President and Chief Executive Officer

Dated:  October 28, 1996


                                      -3-


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