Dramatically increasing rates of type 2 diabetes (T2D) underscore the need for successful long‐term approaches that halt progression of pre‐diabetes to T2D. We examined body mass (BM) and diet changes in subjects (mean age= 60.1 ± 7.4 y; 55% female) with pre‐diabetes (fasting blood glucose 95–124 mg/dL on 2 occasions) participating in a 6‐mo. (6WL; N=29) or a 12‐mo. (12WL; N=28) weight loss (WL) intervention. 6WL included 150 min/wk supervised moderate aerobic exercise plus a WL program. 12WL was 6 mo. supervised exercise only, followed by 6 mo. WL intervention plus (unsupervised) exercise. BM was assessed at baseline (B) and at end of treatment (ET). Diet intakes (24‐hr recall, 3‐d record) collected at B and ET were analyzed for calories (kcal) and macronutrients. Between B and ET, BM was reduced (p<0.001) in both groups: −6.2 ± 7.7 kg (−6.7%) and −6.8 ± 5.4 kg (− 7.7 %) in 6WL and 12WL, respectively. Likewise, kcal intakes were reduced (p<0.0001): −462 ± 463 and −428 ± 459 kcal in 6WL and 12WL. Both groups increased %kcal protein (+2.1 ± 3.3 and +1.9 ± 3.8) and decreased %kcal fat (−4.7 ± 7.0 and −3.4 ± 6.3), kcal from saturated fat (−97 ± 98 and −76 ± 91) and total cholesterol (mg) (−82 ± 107 and −56 ± 135) intakes. Thus, subjects on an intensive diet and exercise intervention for 12 mo. were able to sustain both their WL and a number of other healthy dietary changes. Supported by NIDDK R01‐DK081559 and NIA AG000029.