Two-hundred and three college women participated in a 16-minute strength and conditioning group fitness class. Participants were randomly assigned to a class that featured either appearance-focused motivational comments by the instructor (e.g., “Blast that cellulite!”) or function-focused comments (e.g., “Think of how strong you are getting!”). Body satisfaction from pre-test to post-test increased overall, but those in the function-focused (as opposed to appearance-focused) condition experienced a significantly greater increase in body satisfaction. A similar pattern was observed for positive affect. Additionally, those in the function-focused condition described the class in more positive terms and reported experiencing less body surveillance during the class. These findings are consistent with research suggesting that exercise can improve mood and body satisfaction, but also suggest that a more function-focused class can lead to even greater improvements. The motivational comments fitness instructors use may have a notable impact on women’s mood, body satisfaction, and body surveillance.