The purpose of this project was to test the hypothesis that physical therapy exercises designed to improve flexibility, balance, strength and speed of movement, can reduce physical frailty in older ([horizontal bar over]x=82 yr) men and women. Subjects were considered frail if scores on a physical performance test modified from Reuben and Siu (JAGS, 1990) were less than 30/36 points. Exercise subjects participated in 3 mo of activity (36 sessions) while controls stretched at home for 3 mo. Significant improvements (p<.05) were made in static and dynamic balance (e.g. time to negotiate an obstacle course [11.1 vs 8.9s] and balance beam [10.1 vs. 5.0s], single limb stance time [3.8 vs. 10.5s], and Berg balance scale [51 vs. 54 pts]). Strength (Cybex isokinetic dynamometer) increased in the knee extensors (11, 11, 39%) and flexors (7, 16, 29%) @ 0, 60 and 180°/s. Significant increases in Cybex measured strength were also noted for the ankle dorsiflexors at 0°/s and the plantar flexors at 120°/s. Abdominals and hip extensors improved significantly but hip abduction strength remained unchanged. Range of motion increased at the glenohumeral and hip joints, ankle and trunk (rotation, forward bending). Improvements also were noted in the time required to pick up an object [3.0 vs. 2.4s], put on a coat [11.2 vs 9.2s], get up from and down to a chair [13.2 vs. 10.3], and lifting a weighted object. Findings indicate that older adults with impairments in strength, balance, flexibility and function, can adapt to physical therapy type exercise, thereby diminishing physical frailty.