Metabolic syndrome risk factors, especially abdominal obesity, are reduced with weight loss; however, many individuals regain the weight. PURPOSE: The purpose of this study was to determine whether exercise training effectively maintains beneficial alterations in abdominal adipose tissue (AT) distribution during weight regain. METHODS: Twenty-three sedentary and overweight to class II obese (body mass index = 32.5 ± 0.8 kg/m2) individuals (8 males, and15 females, age = 41 ± 2 y) with components of the metabolic syndrome, lost ∼10% of their initial body weight during a 4-7 mo diet- and exercise-induced weight loss phase (WL phase). After weight loss, each subject was randomly assigned to either an exercise or non-exercise group for the 4-6 mo weight regain phase (WR phase) to regain 50% of the lost weight. The diet consisted of modest caloric restriction (reduced by ∼600 kcal/d) during the WL phase and a slight increase in consumption (∼450-500 kcal/d compared to WL) during the WR phase. All subjects during the WL phase and those assigned to the exercise group during the WR phase performed 45 minutes of aerobic exercise 5 d/wk at 60% of VO2max (∼ 375 kcal/session). Abdominal AT depots were measured using computed tomography (CT). Anthropometric and cardiovascular fitness measurements and CT scans were completed at baseline (BL), post weight loss (post WL), and post weight regain (post WR). RESULTS: Following weight loss (9.2 ± 0.8%), body weight, body mass index (BMI), % body fat, waist circumference (WC), and waist-to-hip ratio (WHR) were significantly reduced. All abdominal adipose tissue (AT) depots [total AT (TAT), total subcutaneous AT (TSAT), superficial SAT (sSAT), deep SAT (dSAT), and visceral AT (VAT)] also were significantly reduced. During weight regain, anthropometric variables (with the exception of WHR) and abdominal AT depots (with the exception of sSAT) increased significantly in both groups, with no differences between the groups. Improvements in cardiovascular fitness were maintained during weight regain in the exercise group only. CONCLUSIONS: Exercise training was not able to preserve the beneficial reduction in abdominal adiposity during weight regain; however, it was sufficient to maintain cardiovascular fitness. Supported by NIH ROI DK67036