In this article we examine how fat-phobic discourses in physical education both constitute, and are continually negotiated by, “fat” and “overweight” students. This claim is based on qualitative interviews about memories of physical education with 15 adults in Canada and the U.S. who identified as fat or overweight at some time during their lives. The research draws from feminist poststructuralism, queer theory, and feminist fat theory to examine how students negotiate fat subjectivities in fat-phobic educational contexts. The interviews reveal how fat phobia in physical education is oppressive and makes it extremely difficult for most students to develop positive fat subjectivities in physical education; how weighing and measuring practices work to humiliate and discipline fat bodies; and how fat phobia reinforces normalizing constructions of sex and gender. The interviews also illustrate how some students resisted fat phobia in physical education by avoiding, and sometimes excelling in, particular physical activities. Finally, interviewees talk about the importance of having access to fat-positive fitness spaces as adults and suggest ways to improve the teaching of physical education.