Prospectus Supplement                                    SEC File No. 333-106713
(To Prospectus Dated July 31, 2003              Filed Pursuant to Rule 424(b)(3)
and Prospectus Supplement Dated
September 11, 2003)

                       Action Products International, Inc.
   3,272,092 Shares of Common Stock Underlying Common Stock Purchase Warrants

         This Prospectus  Supplement  supplements the Prospectus  dated July 31,
2003, as supplemented on September 11, 2003,  relating to the prior registration
of our public  offering of common shares  issuable upon exercise of common stock
purchase warrants.

Additional Warrant Solicitation Agent

         We have appointed J.P. Turner & Co. LLC to act on a nonexclusive  basis
as a solicitation agent in connection with the exercise of the warrants pursuant
to a Warrant  Solicitation  Agreement  dated August 30, 2003 between us and J.P.
Turner & Co.

         Pursuant to the Warrant Solicitation  Agreement,  we have agreed to pay
J.P.  Turner  & Co.  a cash  fee of 10% of  the  total  proceeds  received  from
exercises of the Public Warrants, if

         o        the market price of our common shares on the date the warrants
                  are exercised is greater than $2.00, the exercise price of the
                  warrants;

         o        you designate in writing that the exercise of the warrants was
                  solicited   by  J.P.   Turner  &  Co.  and  the  name  of  the
                  broker-dealer to receive compensation for such exercise;

         o        the warrants are not held in an account over which J.P. Turner
                  & Co. has discretionary authority;

         o        disclosure of compensation  arrangements  was made both at the
                  time  of the  offering  and at the  time  of  exercise  of the
                  warrants; and

         o        the  solicitation  of  exercise  of  the  warrant  was  not in
                  violation of  Regulation M  promulgated  under the  Securities
                  Exchange Act of 1934.

         GunnAllen  Financial  will also  continue to serve,  on a  nonexclusive
basis,  as a solicitation  agent in connection with the exercise of the warrants
as described in the Prospectus Supplement dated September 11, 2003.


          The date of this Prospectus Supplement is October 15, 2003.