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The purpose of this study was to examine the effects of a total body strength-training program on changes in total and regional body composition, in particular intra-abdominal adipose tissue (IAAT), in older women. Fourteen healthy older women (mean age 67 +/- 1 yr) exercised 3 times/wk for 16 wk. Strength was assessed by one-repetition maximum tests, with training intensity gradually increased to approximately 67% of one repetition maximum. Body composition was measured by hydrodensitometry and regional body composition was measured by computed tomography. Strength was significantly increased in the upper (51%) and lower body (65%). There was no significant change in body weight (64.4 +/- 2.7 vs. 64.2 +/- 2.7 kg), total body fat (38.7 +/- 1.4 vs. 38.0 +/- 1.6%) or fat-free mass (39.7 +/- 1.0 vs. 40.0 +/- 0.9 kg). However, after ST, there were significant reductions in IAAT (143.9 +/- 13.3 vs. 130.0 +/- 12.4 cm2), the IAAT-to-subcutaneous adipose tissue ratio (0.48 +/- 0.04 vs. 0.44 +/- 0.04), and midthigh subcutaneous adipose tissue (141.7 +/- 11.5 vs. 133.6 +/- 10.8 cm2) and an increase in midthigh muscle (52.9 +/- 2.6 vs. 58.0 +/- 2.0 cm2) (all P < 0.05). In conclusion, significant reductions in IAAT and an increase in strength and muscle area were observed after a strength-training program in healthy older women. These changes may be important in preventing the negative health outcomes associated with the age-related increase in intra-abdominal obesity.