SUBJECT TO COMPLETION, DATED NOVEMBER 18, 2014 PRELIMINARY PROSPECTUS 6,666,667 Shares 20OCT201414322827 egistration statement filed with the Securities and Exchange Common Stock these securities in any jurisdiction where the offer or sale is not permitted. We are offering 6,666,667 shares of our common stock. Our common stock is traded on the OTCQX Marketplace, operated by the OTC Markets Group, under the symbol ‘‘CVSL.’’ Our common stock has been approved for listing on the NYSE MKT under the symbol ‘‘CVSL,’’ subject to meeting all of the NYSE listing standards on the date of this offering and official notice of issuance. The last reported sale price of our common stock on the OTCQX Marketplace on November 14, 2014 was $13.90 per share. We anticipate that the offering price of our common stock will be between $8.00 and $10.00 per share. For factors considered in determining the public offering price of the shares of common stock offered hereby, see ‘‘Determination of Offering Price Range.’’ We effected a 1-for-20 reverse stock split of our outstanding common stock on October 16, 2014. Investing in our common stock involves risk. See ‘‘Risk Factors’’ beginning on page 13 of this prospectus for a discussion of information that should be considered in connection with an investment in our common stock. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Per Share Total Public offering price $ $ Underwriting discounts and commissions(1) $$ Proceeds to us, before expenses $ $ (1) See ‘‘Underwriting’’ for a description of the compensation payable to the underwriters. We have granted a 30-day option to the underwriters to purchase up to 1,000,000 additional shares of common stock solely to cover over-allotments, if any. The underwriters expect to deliver our shares to purchasers in the offering on or about , 2014. Cantor Fitzgerald & Co. JMP Securities Janney Montgomery Scott Feltl and Company National Securities Corporation Commission is effective. This preliminary prospectus is not an offer to sell these securities, nor does it seek buy The information in this preliminary prospectus is not complete and may be changed. These securities sold until the r , 2014 20MAY201400085736 TABLE OF CONTENTS Description Page Prospectus Summary 1 Summary Consolidated Financial Data 10 Risk Factors 13 Special Note Regarding Forward-Looking Statements 36 Use of Proceeds 37 Determination of Offering Price Range 38 Price Range of Our Common Stock and Other Related Information 38 Dividend Policy 39 Capitalization 40 Dilution 42 Unaudited Pro Forma Condensed Consolidated Statement of Operations 44 Management’s Discussion and Analysis of Financial Condition and Results of Operations 46 Business 61 Management and Board of Directors 75 Executive Compensation 81 Security Ownership of Management and Other Beneficial Owners 83 Certain Relationships and Related Party Transactions 87 Description of Our Capital Stock 91 Material U.S. Federal Income Tax Consequences to Non-U.S. Holders of Our Common Stock 94 Underwriting 98 Legal Matters 102 Experts 102 Where You Can Find Additional Information 102 Index to Financial Statements F-1 Appendix A A-1 Appendix B B-1 You should rely only on the information contained in this prospectus or in any free writing prospectus that we may specifically authorize to be delivered or made available to you. We have not, and the underwriters have not, authorized anyone to provide you with any information other than that contained in this prospectus or in any free writing prospectus we may authorize to be delivered or made available to you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus may only be used where it is legal to offer and sell our securities. The information in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of shares of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. We are not, and the underwriters are not, making an offer of these securities in any jurisdiction where the offer is not permitted. For investors outside the United States: We have not and the underwriters have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of shares of common stock and the distribution of this prospectus outside of the United States. This prospectus includes trademarks, service marks and trade names owned by CVSL and its subsidiaries. All trademarks, service marks and trade names included in this prospectus are the property of their respective owners. i PROSPECTUS SUMMARY This summary highlights information contained elsewhere in this prospectus and does not contain all of the information you should consider before investing in our common stock. You should carefully read this prospectus and the registration statement of which this prospectus is a part in their entirety before investing in our common stock, including the information discussed under ‘‘Risk Factors’’ in this prospectus and our consolidated financial statements and notes thereto appearing at the end of this prospectus. Except where the context requires otherwise, in this prospectus the terms ‘‘CVSL,’’ ‘‘our company,’’ ‘‘we,’’ ‘‘us’’ and ‘‘our’’ refer to CVSL Inc., a Florida corporation, and, where appropriate, its subsidiaries. Unless otherwise indicated, all share amounts and per share amounts in this prospectus have been presented on a retrospective and pro forma basis to reflect the reverse stock split of our outstanding shares of common stock at a ratio of 1-for-20 which we effected on October 16, 2014. Overview We operate a multi-brand direct selling/micro-enterprise company that employs innovative operational, marketing, social networking and e-commerce strategies to drive a high-growth global business. We are engaged in a long-term strategy to develop a large, global, diverse company that combines the entrepreneurship, innovation and relationship-based commerce of micro-enterprise with the infrastructure and operational excellence of a large scale company. We are building an online ‘‘community’’ consisting of a growing number of entrepreneurs and their customers, who can share various economic benefits of membership. Our growth is supported by a highly disciplined acquisition strategy focused on quality targets that can benefit from our significant operational expertise, turnaround strategies, financial resources, access to innovative technologies, and core infrastructure. We completed our first seven acquisitions of direct selling companies during 2013 and in the first quarter of 2014 and currently have a presence in seven major product categories: home decor,´ gourmet foods and spices, nutritional supplements, skin care, home improvement, stationery and home security. During 2013, we had $84.9 million in revenues. The following table sets forth our quarterly revenues for the fiscal year ended 2013, revenues for the first, second and third quarter of 2014 and aggregate revenues for our four most recent reported quarters: Fiscal Year 2013 Fiscal Year 2014 Trailing Four Q1 Q2 Q3 Q4 Q1 Q2 Q3 Quarters Revenues $4,268,010 $20,116,868 $24,292,400 $36,810,551 $26,670,921 $24,586,118 $24,017,441 $112,085,031 Acquisitions Our disciplined acquisition strategy is derived from the industry knowledge and operating expertise of our management team, which we believe allows us to identify, evaluate and integrate premium micro- enterprise companies that can benefit from our company’s resources, while contributing to our overall growth strategy. We have grown at a rapid pace as a result of our recent acquisitions and intend to continue to aggressively pursue additional acquisitions in the micro-enterprise space. As of the date of this prospectus, our micro-enterprise portfolio is comprised of the following seven businesses: 1 Number of Date of Countries with Business* Acquisition Sales Presence Products The Longaberger Company (‘‘TLC’’) March 18, 2013 2 Premium hand-crafted baskets and products for the home Your Inspiration at Home (‘‘YIAH’’) August 22, 2013 3 Hand-crafted spices from around the world Project Home (formerly Tomboy October 1, 2013 1 Tools designed for women, as well as Tools) home security systems Agel October 22, 2013 40 Nutritional supplements and skin care products My Secret Kitchen December 20, 2013 1 Unique line of gourmet food products Paperly December 31, 2013 1 Custom stationery and paper products Uppercase Living March 13, 2014 2 Customizable vinyl expressions for display on walls * We have signed a definitive acquisition agreement to acquire Golden Girls LLC (‘‘Golden Girls’’), an entity that exchanges gold, silver and platinum jewelry for cash; however, the transaction has not yet closed. Each company we acquire maintains its own unique identity, sales force, leadership, brand and culture. CVSL provides each company it acquires with a common shared corporate infrastructure that provides operating efficiencies in areas such as sourcing, manufacturing, IT, distribution and administration. CVSL also provides operational expertise and cross-pollination of business ideas and best practices across companies. With each acquisition we expand our product and service base, our customer base and our geographic base, as well as our independent sales force. CVSL currently has sales in more than 40 countries on six continents around the world and has established a strong foundation for further international expansion for all of its companies. We believe we have an opportunity to leverage the resources, infrastructure and local market expertise we have in each of the countries where we have operations and sales.