Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective February 27, 2013, the Board of Directors (the "Board") of GNC Holdings, Inc. (the "Company") took action to increase the size of the Board from nine persons to ten persons, and the Board elected C. Scott O'Hara as a new director to fill the vacancy created by such increase.

Mr. O'Hara will serve as a Class II director, and his initial term will expire at the Company's 2013 annual meeting of stockholders. There are no arrangements or understandings between Mr. O'Hara and any other person pursuant to which he was elected to the Board, and there are no relationships between Mr. O'Hara and the Company that would require disclosure under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934.

Mr. O'Hara will be compensated for his service as a director in accordance with the Company's director compensation policy.

A copy of the press release announcing the election of Mr. O'Hara is attached hereto as Exhibit 99.1 and is incorporated herein by reference in response to this Item 5.02.

Item 8.01. Other Events.

The Board has set May 23, 2013 as the date of the 2013 annual meeting of stockholders (the "Annual Meeting"). The Annual Meeting will be held at the Omni William Penn Hotel, 530 William Penn Place, Pittsburgh, Pennsylvania 15219. Stockholders of record as of the close of business on March 28, 2013 will be eligible to vote at the Annual Meeting.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number Description

99.1 Press Release, dated March 4, 2013.

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