Advancing age is associated with a remarkable number of changes in body composition, including reduction in lean body mass and increase in body fat, which have been well documented. Decreased lean body mass occurs primarily as a result of losses in skeletal muscle mass. This age-related loss in muscle mass has been termed “sarcopenia”. Loss in muscle mass accounts for the age-associated decreases in basal metabolic rate, muscle strength, and activity levels, which, in turn are the cause of the decreased energy requirements of the elderly. In sedentary persons, the main determinant of energy expenditure is fat-free mass, which declines by about 15% between the third and eighth decade of life. It also appears that declining energy needs are not matched by an appropriate decline in energy intake, with the ultimate result being increased body fat content. Increased body fatness and increased abdominal obesity are thought to be directly linked to the greatly increased incidence of non-insulin-dependent diabetes mellitus among the elderly. In this review we will discuss the extent to which regularly performed exercise can affect nutrition needs and functional capacity in the elderly. We will also discuss a variety of concerns when prescribing exercise in the elderly, such as planning for a wide variability in functional status, medical status, and training intensity and duration. Finally, we will attempt to provide some basic guidelines for beginning an exercise program for older men and women and establishing community-based programs.