OBJECTIVE:To test whether the palatability of a test meal altered compensatory eating following disguised high-energy fat and carbohydrate preloads. DESIGN: Effects of preload energy (low, 265 kJ, or high, 1510 kJ) and test-meal palatability (bland or palatable) were contrasted within-subjects, with a between-subjects contrast of fat and carbohydrate preloads. SUBJECTS: Twenty-four healthy, normal men (age 23.6 AE 1.0 y, (body mass index) BMI 21.3 AE 0.5). MEASUREMENTS: Microstructural analysis of test meal intake and rated appetite in the four test conditions, plus diary-based weighed intake analysis of energy intake post-lunch. RESULTS: Subjects ate signi®cantly less at lunch after disguised high-energy fat or carbohydrate preloads relative to the lowenergy preload, and ate signi®cantly more of the palatable than bland lunch in all conditions. The reduction in eating following the high-energy preload was signi®cantly less in the palatable condition. Intake post-lunch did not differ between conditions, and overall subjects had higher daily energy intake on the days they consumed the high-energy preloads. Rated hunger was signi®cantly less 30 min after the high-than low-energy preloads, but increased on tasting the palatable food in all conditions. The high-energy preloads suppressed appetite immediately post-lunch. No differences between fat and carbohydrate were found on any measure. CONCLUSIONS: Manipulation of the palatability of a test meal modi®ed the ability to respond to disguised high-energy preloads, with over-consumption most evident when disguised high-energy preloads were followed by a palatable food. Subsequent voluntary intake compensated for over-consumption of the palatable lunch, but not the high-energy preload.