Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Nuzzo Michael
 2. Date of Event Requiring Statement (Month/Day/Year)
03/31/2011		 3. Issuer Name and Ticker or Trading Symbol
GNC ACQUISITION HOLDINGS INC. [GNC]
(Last)
(First)
(Middle)
GNC HOLDINGS, INC., 300 SIXTH AVENUE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Financial Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PITTSBURGH, PA 15222		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (1)   (1) 10/21/2018 Class A common stock, par value $0.001 ("Common Stock") 150,000 (1) $ 7.7 D  
Stock Option (right to buy) (2)   (2) 10/21/2018 Common Stock 150,000 (2) $ 11.55 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Nuzzo Michael
GNC HOLDINGS, INC.
300 SIXTH AVENUE
PITTSBURGH, PA 15222		       EVP, Chief Financial Officer  

Signatures

/s/ Gerald J. Stubenhofer, Jr., by power of attorney 03/31/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Mr. Nuzzo was granted an option to purchase 150,000 shares of Common Stock at the grant price of $7.70 per share on October 21, 2008, of which 60,000 shares are currently vested and exercisable, with the remaining 90,000 shares vesting as follows: 30,000 shares annually, with the next scheduled vesting on October 21, 2011, and each anniversary thereafter, until fully vested.
(2) Mr. Nuzzo was granted an option to purchase 150,000 shares of Common Stock at the grant price of $11.55 per share on October 21, 2008, of which 60,000 shares are currently vested and exercisable, with the remaining 90,000 shares vesting as follows: 30,000 shares annually, with the next scheduled vesting on October 21, 2011, and each anniversary thereafter, until fully vested.
 
Remarks:
Exhibit 24 - Power of Attorney

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