Steel Partners II, L.P. and Jana Partners L.P. Send Letter to Herbalife International, Inc. Board of Directors

Business Wire, Oct 22, 2001

Business Editors

NEW YORK--(BUSINESS WIRE)--Oct. 22, 2001

Steel Partners II, L.P. and Jana Partners L.P., which own approximately 4.0% of the Class B common shares of Herbalife International, Inc. (NASDAQ: HERBB), announced today that they sent the following letter to the company's Board of Directors:

       STEEL PARTNERS II, L.P.               JANA PARTNERS, L.P.
   150 E. 52nd Street, 21st Floor             536 Pacific Avenue
          New York, NY 10022               San Francisco, CA 94133


                           October 22, 2001

Board of Directors
Herbalife International, Inc.
1800 Century Park East
Los Angeles, California 90067

Dear Sirs:

      We were pleased to hear that Christopher Pair is no longer with
Herbalife International, Inc. ("Herbalife" or the "Company"). We hope
that the Board will build on Mr. Pair's departure by taking the other
value-enhancing actions we suggested in our letter of July 30, 2001.
We remain concerned that Conrad Klein and John Reynolds may continue
to have conflicts of interest as co-trustees (with Mr. Pair serving as
another trustee) of the estate of Mark Hughes and as executive
officers of the Company, their exorbitant salaries and golden
parachutes, and their limited experience in managing public companies.
We hope the Board will report to all shareholders the results of any
investigation into such conflicts of interest. Additionally, it does
not appear that the Company has found a way to control its expenses
with marketing, distribution and administrative expenses aggregating
over $88 million during the second fiscal quarter of 2001.

      Although we believe that Mr. Pair's departure is a step in the
right direction, additional action must be taken by Herbalife
management in order to maximize shareholder value immediately. We
again emphasize that the Company should immediately begin to utilize
its cash to buy back stock in the open market. We also urge the
Company to hire a nationally recognized investment banking firm in
order to initiate an auction process for the sale of the Company to
the highest bidder. Finally, we would like to meet with the Company to
discuss the points raised in this letter. Please contact the
undersigned parties to arrange this meeting.


                                              Very truly yours,


  Steel Partners II, L.P.                      Jana Partners, L.P.

  /sig/                                        /sig/

  Warren Lichtenstein                          Barry Rosenstein
  Managing Member of                           General Partner
  (212) 813-1500                               (415) 989-7770