<PAGE>

As filed with the Securities and Exchange Commission on September 18, 1996
                                                Registration No. 333-04107

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              THE NORTH FACE, INC.
             (Exact name of registrant as specified in its charter)

Delaware                                                    94-3204082
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                          Identification No.)

                               2013 FARALLON DRIVE
                          SAN LEANDRO, CALIFORNIA 94577
   (Address, including zip code, of Registrant's principal executive offices)

             THE NORTH FACE, INC. 1996 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plan)

                                 ROXANNA PRAHSER
                             Chief Financial Officer
                              The North Face, Inc..
                               2013 Farallon Drive
                         San Leandro, California  94577
                                 (510) 618-3500
(Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
                                   Proposed
                                   Maximum
Title of            Amount         Offering     Proposed            Amount of
Securities to be    to be          Price Per    Maximum Aggregate   Registration
Registered          Registered (1) Share (2)    Offering Price (2)  Fee
- --------------------------------------------------------------------------------
Common Stock,       150,000        $28.5625     $4,284,375.00       $1,477.38
$0.0025 par value
- --------------------------------------------------------------------------------

(1)  Includes 150,000 shares to be registered under the Employee Stock Purchase
     Plan (the "Purchase Plan").
(2)  Because the price at which rights to purchase the 150,000 shares issuable
     pursuant to the Purchase Plan is not currently determinable, the estimated
     Proposed Maximum Offering Price Per Share was estimated pursuant to Rule
     457(c) whereby the per share price was determined by reference to the
     average between the high and low price reported in the Nasdaq National
     Market on September 16, 1996, which average was $28.5625.


                                        1

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     There are hereby incorporated by reference in this Registration Statement
the following documents and information heretofore filed with the Securities and
Exchange Commission:

     (a)  The Prospectus dated July 2, 1996 filed on July 3, 1996, pursuant to
Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act")
in connection with Registrant's Registration Statement on Form S-1 (File No.
333-04107) and amendments thereto.

     (b)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
ended June 30, 1996, filed on August 14, 1996, pursuant to Section 13 of the
Securities Exchange Act of 1934 (the "Exchange Act").

     (c)  The description of the Registrant's Common Stock to be offered hereby
is contained in the Registrant's Registration Statement on Form 8-A filed with
the Securities and Exchange Commission on June 24, 1996, pursuant to Section
12(g) of the Exchange Act, including any amendment or report filed for the
purpose of updating such description.

     All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment which indicates that all securities offered have been sold
or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this registration statement and to be part hereof
from the date of filing such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Section 145(a) of the General Corporation Law of the State of Delaware
provides that a Delaware corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative or
investigative (other than an action by or in the right of the corporation) by
reason of the fact that he is or was a director, officer, employee or agent of
the corporation or is or was serving at the request of the corporation as a 
director, officer, employee or agent of another corporation or enterprise, 
against expenses, judgments, fines and amounts paid in settlement actually 
and reasonably incurred by him in connection with such action, suit or 
proceeding if he acted in good faith and in a manner he reasonably believed 
to be in or not opposed to the best interests of the corporation, and, with 
respect to any criminal action or proceeding, had no cause to believe his 
conduct was unlawful.

                                        2

<PAGE>


     Section 145(b) provides that a Delaware corporation may indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the fact that such
person acted in any of the capacities set forth above, against expenses actually
and reasonably incurred by him in connection with the defense or settlement of
such action or suit if he acted under similar standards, except that no
indemnification may be made in respect of any claim, issue or matter as to which
such person shall have been adjudged to be liable to the corporation unless and
only to the extent that the court in which such action or suit was brought shall
determine that despite the adjudication of liability, such person is fairly and
reasonably entitled to be indemnified for such expenses which the court shall
deem proper.

     Section 145 further provides that to the extent a director or officer of a
corporation has been successful in the defense of any action, suit or proceeding
referred to in subsections (a) and (b) or in the defense of any claim, issue, or
matter therein, he shall be indemnified against expenses actually and reasonably
incurred by him in connection therewith; that indemnification provided for by
Section 145 shall not be deemed exclusive of any other rights to which the
indemnified party may be entitled; and that the corporation may purchase and
maintain insurance on behalf of a director or officer of the corporation against
any liability asserted against him or incurred by him in any such capacity or
arising out of his status as such whether or not the corporation would have the
power to indemnify him against such liabilities under such Section 145.

     Section 102(b)(7) of the General Corporation Law provides that a
corporation in its original certificate of incorporation or an amendment thereto
validly approved by stockholders may eliminate or limit personal liability of
members of its board of directors or governing body for breach of a director's
fiduciary duty.  However, no such provision may eliminate or limit the liability
of a director for breaching his duty of loyalty, failing to act in good faith,
engaging in intentional misconduct or knowingly violating a law, paying a
dividend or approving a stock repurchase which was illegal, or obtaining an
improper personal benefit.  A provision of this type has no effect on the
availability of equitable remedies, such as injunction or rescission, for breach
of fiduciary duty.  The Company's Restated Certificate of Incorporation contains
such a provision.

     The Company's Restated Certificate of Incorporation provides that the 
Company shall indemnify officers and directors, and to the extent authorized 
by the Board of Directors, employees and agents of the Company, to the full 
extent permitted by and in the manner permissible under the laws of the State 
of Delaware. In addition, the Restated Certificate of Incorporation also 
permits the Board of Directors to authorize the Company to purchase and 
maintain insurance against any liability asserted against any director, 
officer, employee or agent of the Company arising out of his capacity as such.


                                        3

<PAGE>


ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     EXHIBIT
     NUMBER
     -------
     5.1       Opinion of Crosby, Heafey, Roach & May as to legality of
               securities being registered
     10.12*    The North Face, Inc. 1996 Employee Stock Purchase Plan
     23.1      Consent of Deloitte & Touche LLP, Independent Auditors
     23.2      Consent of Counsel (contained in Exhibit 5.1)
     24.1      Power of Attorney (contained on signature pages)

*    Incorporated by reference to Exhibit 10.12 included with the Registrant's
     Amendment No. 2, filed with the Securities and Exchange Commission on June
     24, 1996, to Registration Statement on Form S-1 (File No. 333-04107).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned Registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned Registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act, each filing of the 
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the 
Exchange Act (and, where applicable, each filing of an employee benefit 
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is 
incorporated by reference in the registration statement shall be deemed to be 
a new registration statement relating to the securities offered therein, and 
the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof.


                                        4

<PAGE>

     (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1933, the
registrant, The North Face, Inc.,  certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Leandro, State of
California, on this 11th day of September, 1996.

                              THE NORTH FACE, INC.


Dated: September 11, 1996     By:  /s/ Roxanna Prahser
                                   -----------------------
                                   Roxanna Prahser
                                   Chief Financial Officer
                                   (Principal Financial Officer of
                                   the registrant)


                              By:  /s/ Marsden S. Cason
                                   -----------------------
                                   Marsden S. Cason
                                   Chief Executive Officer


                                        5

<PAGE>

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each such person whose signature
appears below constitutes and appoints, jointly and severally, Marsden S. Cason
and Roxanna Prahser, his attorneys-in-fact, each with the power of substitution,
for him in any and all capacities, to sign any amendments to this Registration
Statement on Form S-8 (including post-effective amendments), and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, hereby ratifying and confirming all
that each of said attorneys-in-fact, or his substitute or substitutes, may do or
cause to be done by virtue hereof.

     PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE
CAPACITIES AND ON THE DATES INDICATED.

     Signature              Title                           Date
     ---------              -----                           ----

/s/Marsden S. Cason         Chief Executive Officer
- -------------------------   and Director                    September  11, 1996
Marsden S. Cason

/s/ William N. Simon        President and Director          September  11, 1996
- -------------------------
William N. Simon

/s/ Roxanna Prahser         Chief Financial Officer         September  11, 1996
- -------------------------
Roxanna Prahser

/s/ Ray E. Newton, III      Director                        September  11, 1996
- -------------------------
Ray E. Newton, III

/s/ Peter M. Castleman      Director                        September  11, 1996
- -------------------------
Peter M. Castleman

/s/ William Laverack, Jr.   Director                        September  11, 1996
- -------------------------
William Laverack, Jr.


                                        6

<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549

                        --------------------------------

                                    EXHIBITS

                        --------------------------------

                       Registration Statement on Form S-8

                              The North Face, Inc.



                                INDEX TO EXHIBITS


     EXHIBIT
     NUMBER
     -------

     5.1       Opinion of Crosby, Heafey, Roach & May Professional Corporation
               as to legality of securities being registered
     10.12*    The North Face, Inc. 1996 Employee Stock Purchase Plan
     23.1      Consent of Deloitte & Touche LLP, Independent Auditors
     23.2      Consent of Counsel (contained in Exhibit 5.1)
     24.1      Power of Attorney (contained on signature pages)


*    Incorporated by reference to exhibit 10.12 included with the Registrant's
     Amendment No. 2, filed with the Securities and Exchange Commission on June
     24, 1996, to Registration Statement on Form S-1 (File No. 333-04107).


                                        7
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16694}]
{"company-data": {"conformed-name": "NORTH FACE INC", "cik": "0001013749", "assigned-sic": "5130", "irs-number": "943204082", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-12243", "film-number": "96631834"}, "business-address": {"street1": "2013 FARALLON DR", "city": "SAN LEANDRO", "state": "CA", "zip": "94577", "phone": "5106183500"}, "mail-address": {"street1": "2013 FARALLON DR", "city": "SAN LEANDRO", "state": "CA", "zip": "94577"}}
As filed with the Securities and Exchange Commission on September 18, 1996
                                                Registration No. 333-04107

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              THE NORTH FACE, INC.
             (Exact name of registrant as specified in its charter)

Delaware                                                    94-3204082
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                          Identification No.)

                               2013 FARALLON DRIVE
                          SAN LEANDRO, CALIFORNIA 94577
   (Address, including zip code, of Registrant's principal executive offices)

             THE NORTH FACE, INC. 1996 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plan)

                                 ROXANNA PRAHSER
                             Chief Financial Officer
                              The North Face, Inc..
                               2013 Farallon Drive
                         San Leandro, California  94577
                                 (510) 618-3500
(Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
                                   Proposed
                                   Maximum
Title of            Amount         Offering     Proposed            Amount of
Securities to be    to be          Price Per    Maximum Aggregate   Registration
Registered          Registered (1) Share (2)    Offering Price (2)  Fee
- --------------------------------------------------------------------------------
Common Stock,       150,000        $28.5625     $4,284,375.00       $1,477.38
$0.0025 par value
- --------------------------------------------------------------------------------

(1)  Includes 150,000 shares to be registered under the Employee Stock Purchase
     Plan (the "Purchase Plan").
(2)  Because the price at which rights to purchase the 150,000 shares issuable
     pursuant to the Purchase Plan is not currently determinable, the estimated
     Proposed Maximum Offering Price Per Share was estimated pursuant to Rule
     457(c) whereby the per share price was determined by reference to the
     average between the high and low price reported in the Nasdaq National
     Market on September 16, 1996, which average was $28.5625.

                                        1
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     There are hereby incorporated by reference in this Registration Statement
the following documents and information heretofore filed with the Securities and
Exchange Commission:

     (a)  The Prospectus dated July 2, 1996 filed on July 3, 1996, pursuant to
Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act")
in connection with Registrant's Registration Statement on Form S-1 (File No.
333-04107) and amendments thereto.

     (b)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
ended June 30, 1996, filed on August 14, 1996, pursuant to Section 13 of the
Securities Exchange Act of 1934 (the "Exchange Act").

     (c)  The description of the Registrant's Common Stock to be offered hereby
is contained in the Registrant's Registration Statement on Form 8-A filed with
the Securities and Exchange Commission on June 24, 1996, pursuant to Section
12(g) of the Exchange Act, including any amendment or report filed for the
purpose of updating such description.

     All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-
effective amendment which indicates that all securities offered have been sold
or which deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this registration statement and to be part hereof
from the date of filing such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Section 145(a) of the General Corporation Law of the State of Delaware
provides that a Delaware corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative or
investigative (other than an action by or in the right of the corporation) by
reason of the fact that he is or was a director, officer, employee or agent of
the corporation or is or was serving at the request of the corporation as a 
director, officer, employee or agent of another corporation or enterprise, 
against expenses, judgments, fines and amounts paid in settlement actually 
and reasonably incurred by him in connection with such action, suit or 
proceeding if he acted in good faith and in a manner he reasonably believed 
to be in or not opposed to the best interests of the corporation, and, with 
respect to any criminal action or proceeding, had no cause to believe his 
conduct was unlawful.

                                        2
Section 145(b) provides that a Delaware corporation may indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the fact that such
person acted in any of the capacities set forth above, against expenses actually
and reasonably incurred by him in connection with the defense or settlement of
such action or suit if he acted under similar standards, except that no
indemnification may be made in respect of any claim, issue or matter as to which
such person shall have been adjudged to be liable to the corporation unless and
only to the extent that the court in which such action or suit was brought shall
determine that despite the adjudication of liability, such person is fairly and
reasonably entitled to be indemnified for such expenses which the court shall
deem proper.

     Section 145 further provides that to the extent a director or officer of a
corporation has been successful in the defense of any action, suit or proceeding
referred to in subsections (a) and (b) or in the defense of any claim, issue, or
matter therein, he shall be indemnified against expenses actually and reasonably
incurred by him in connection therewith; that indemnification provided for by
Section 145 shall not be deemed exclusive of any other rights to which the
indemnified party may be entitled; and that the corporation may purchase and
maintain insurance on behalf of a director or officer of the corporation against
any liability asserted against him or incurred by him in any such capacity or
arising out of his status as such whether or not the corporation would have the
power to indemnify him against such liabilities under such Section 145.

     Section 102(b)(7) of the General Corporation Law provides that a
corporation in its original certificate of incorporation or an amendment thereto
validly approved by stockholders may eliminate or limit personal liability of
members of its board of directors or governing body for breach of a director's
fiduciary duty.  However, no such provision may eliminate or limit the liability
of a director for breaching his duty of loyalty, failing to act in good faith,
engaging in intentional misconduct or knowingly violating a law, paying a
dividend or approving a stock repurchase which was illegal, or obtaining an
improper personal benefit.  A provision of this type has no effect on the
availability of equitable remedies, such as injunction or rescission, for breach
of fiduciary duty.  The Company's Restated Certificate of Incorporation contains
such a provision.

     The Company's Restated Certificate of Incorporation provides that the 
Company shall indemnify officers and directors, and to the extent authorized 
by the Board of Directors, employees and agents of the Company, to the full 
extent permitted by and in the manner permissible under the laws of the State 
of Delaware. In addition, the Restated Certificate of Incorporation also 
permits the Board of Directors to authorize the Company to purchase and 
maintain insurance against any liability asserted against any director, 
officer, employee or agent of the Company arising out of his capacity as such.

                                        3
ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     EXHIBIT
     NUMBER
     -------
     5.1       Opinion of Crosby, Heafey, Roach & May as to legality of
               securities being registered
     10.12*    The North Face, Inc. 1996 Employee Stock Purchase Plan
     23.1      Consent of Deloitte & Touche LLP, Independent Auditors
     23.2      Consent of Counsel (contained in Exhibit 5.1)
     24.1      Power of Attorney (contained on signature pages)

*    Incorporated by reference to Exhibit 10.12 included with the Registrant's
     Amendment No. 2, filed with the Securities and Exchange Commission on June
     24, 1996, to Registration Statement on Form S-1 (File No. 333-04107).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned Registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned Registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act, each filing of the 
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the 
Exchange Act (and, where applicable, each filing of an employee benefit 
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is 
incorporated by reference in the registration statement shall be deemed to be 
a new registration statement relating to the securities offered therein, and 
the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof.

                                        4
(c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.

                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1933, the
registrant, The North Face, Inc.,  certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Leandro, State of
California, on this 11th day of September, 1996.

                              THE NORTH FACE, INC.

Dated: September 11, 1996     By:  /s/ Roxanna Prahser
                                   -----------------------
                                   Roxanna Prahser
                                   Chief Financial Officer
                                   (Principal Financial Officer of
                                   the registrant)

                              By:  /s/ Marsden S. Cason
                                   -----------------------
                                   Marsden S. Cason
                                   Chief Executive Officer

                                        5
POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each such person whose signature
appears below constitutes and appoints, jointly and severally, Marsden S. Cason
and Roxanna Prahser, his attorneys-in-fact, each with the power of substitution,
for him in any and all capacities, to sign any amendments to this Registration
Statement on Form S-8 (including post-effective amendments), and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, hereby ratifying and confirming all
that each of said attorneys-in-fact, or his substitute or substitutes, may do or
cause to be done by virtue hereof.

     PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE
CAPACITIES AND ON THE DATES INDICATED.

     Signature              Title                           Date
     ---------              -----                           ----

/s/Marsden S. Cason         Chief Executive Officer
- -------------------------   and Director                    September  11, 1996
Marsden S. Cason

/s/ William N. Simon        President and Director          September  11, 1996
- -------------------------
William N. Simon

/s/ Roxanna Prahser         Chief Financial Officer         September  11, 1996
- -------------------------
Roxanna Prahser

/s/ Ray E. Newton, III      Director                        September  11, 1996
- -------------------------
Ray E. Newton, III

/s/ Peter M. Castleman      Director                        September  11, 1996
- -------------------------
Peter M. Castleman

/s/ William Laverack, Jr.   Director                        September  11, 1996
- -------------------------
William Laverack, Jr.

                                        6
SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549

                        --------------------------------

                                    EXHIBITS

                        --------------------------------

                       Registration Statement on Form S-8

                              The North Face, Inc.

                                INDEX TO EXHIBITS

     EXHIBIT
     NUMBER
     -------

     5.1       Opinion of Crosby, Heafey, Roach & May Professional Corporation
               as to legality of securities being registered
     10.12*    The North Face, Inc. 1996 Employee Stock Purchase Plan
     23.1      Consent of Deloitte & Touche LLP, Independent Auditors
     23.2      Consent of Counsel (contained in Exhibit 5.1)
     24.1      Power of Attorney (contained on signature pages)

*    Incorporated by reference to exhibit 10.12 included with the Registrant's
     Amendment No. 2, filed with the Securities and Exchange Commission on June
     24, 1996, to Registration Statement on Form S-1 (File No. 333-04107).

                                        7