Tia L. Jenkins United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549

Tia L. Jenkins

December 27, 2012

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·	A description of how you satisfy the cash needs of your domestic operations and your plans for undistributed earnings of foreign subsidiaries.

Response No. 1:

We note that each of the Company's quarterly reports on Form 10-Q for periods ending in 2012 have included additional disclosure in Management's Discussion and Analysis of Financial Condition and Results of Operations, under Liquidity and Capital Resources, quantifying the Company's global and US-based cash balances. In response to the Staff's request, the Company's future periodic filings will include the additional disclosure below, with appropriate amendments and updates. In this additional disclosure the Company states that "Substantially all of our non-U.S. cash and cash equivalents are readily convertible into U.S. dollars or other currencies." We note supplementally that as of December 31, 2010 and 2011, the only cash and cash equivalents not readily convertible into U.S. dollars or other currencies was cash held in Venezuela representing approximately 0.8 percent and 1.6 percent, respectively, of our total cash and cash equivalents.

"As of December 31, 2011 and 2012, we held $230.3 million and $_____ million, respectively, in cash and cash equivalents, including $151.0 million and $_____ million, respectively, held in our operations outside of the U.S. Substantially all of our non-U.S. cash and cash equivalents are readily convertible into U.S. dollars or other currencies. We typically fund the cash requirements of our operations in the U.S. through intercompany charges for products, license fees and corporate services. We currently plan to repatriate undistributed earnings from our foreign operations as necessary, considering the cash needs of our foreign operations and the cash needs of our U.S. operations for dividends, stock repurchases, capital investments, debt repayment and strategic transactions. In all but one jurisdiction, the Company has not designated its investments as permanently reinvested, but rather has these funds available for the Company's operations in the U.S. as needed. Any repatriation of non-U.S. earnings requires payment of U.S. taxes in accordance with applicable U.S. tax rules and regulations. Accordingly, we have accrued the necessary U.S. taxes related to the funds that are not permanently reinvested."

Tia L. Jenkins

December 27, 2012

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Comment No. 2:

You discuss on page 49 that you continue to promote your product subscriptions and loyalty programs that provide incentives for customer to commit to buying a specified amount on a monthly basis. You further state that 56% of your revenues were derived from subscription orders. Please provide draft disclosure to be included in future filings that address the following:

·	The nature and terms of your subscription and loyalty programs, including your return policy, payment terms and cancellation policy;

·	The nature of the incentive involved in these programs and whether or not the products are sold at a deeper discount than the wholesale price provided to your distributors;

·	The amount of returns you receive under these programs; and

·	The method of accounting for the revenue recognized and costs associated with these programs and reference to the authoritative guidance that supports your accounting treatment.

Response No. 2:

In response to the Staff's request, the Company's future periodic filings will include the additional disclosure below, with appropriate amendments and updates. We note that on page 52 of the Company's 2011 10-K the Company disclosed the terms of its return policies and that "product returns have historically been less than 5% of annual revenue," which includes the return of products purchased under the Company's product subscription and loyalty programs. We believe the return rate for the Company's product subscription and loyalty programs is not materially different from the Company's return rate for products purchased outside these programs.

Tia L. Jenkins

December 27, 2012

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With regard to discounts offered through our loyalty programs, we do not believe that these discounts are significant and incremental, such that they would require the revenue to be recorded under a multiple element model. Additionally these programs do not result in any additional costs to the Company that would impact our revenue recognition model described below.

"Through the Company's product subscription and loyalty programs, which can vary from market to market, participants who commit to purchase on a monthly basis receive a discount from suggested retail or wholesale prices, as applicable. The Company applies this discount at the time of each purchase and not through a larger discount on the initial purchase. Participants may cancel their commitment at any time, however some geographies charge a one-time early cancellation fee. All purchases under these programs are subject to the Company's standard product payment and return policies. In accordance with ASC 605-50, we classify selling discounts and rebates, as a reduction of revenue at the time the sale is recorded."

Comment No. 3:

We note you disclose that you operate in a single operating segment and you state that you do not use profitability reports on a regional or divisional basis for making business decisions. Although you do not use these reports, you make reference on page 50 in Management's Discussion and Analysis that your margins vary from product to product and "are higher in some markets such as Japan." Please explain why margins are higher in Japan and whether knowledge of this information influences or results in allocations of resources. We further note your business model in China results in a different distribution model of retail stores and that China requires that the company manufacture the bulk of the products distributed in China. You disclose on page 50 that "gross profit may fluctuate as a result of changes in the ratio of self-manufactured products and products sourced from third party suppliers." Please tell us how you considered the above items when identifying your operating and reporting segments in accordance with ASC 280-10-50. Please also provide us with a courtesy copy of the financial package used by the chief operating decision maker to assess performance and allocate resources to support the assertions in your response.

Tia L. Jenkins

December 27, 2012

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Tia L. Jenkins

December 27, 2012

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