The purpose of this study was to measure the influence of diet, exercise, or both on body composition and cardiorespiratory fitness in obese women. Ninety-one obese subjects were randomized into one of four groups: diet (D) (4.19–5.44 MJ or 1,200–1,300 kcal/day), exercise (E) (five 45-min sessions at 78.5 ± 0.5% maximum heart rate), exercise and diet (ED), and controls (C). Maximal aerobic power and body composition were measured in all subjects before and after a 12-week diet intervention period. Subjects in D and ED lost 7.8 ± 0.7 and 8.1 ± 0.6 kg body mass, with no significant change for E relative to C. Losses of percent body fat and fat mass were significantly greater in D and ED but not in E relative to C. The change in VO2max was greater in ED and E but not D when compared to C. Results indicate that moderate aerobic exercise training during a 12-week period has no discernible effects on body composition but does improve cardiorespiratory fitness in dieting obese women.