The purpose of this study was to determine the effect of intensity-controlled, graded dance exercise and selected components of behavior modification on exercise adherence in overweight middle-aged women. Thirty-eight moderately overweight women, aged 35 to 58, participated in a 16 1/2 week dance exercise program. Participants were randomly assigned to an experimental group (n = 20) that received intensity-controlled, graded exercise and individual and group reinforcement, or to a control group (n = 18) that exercised at a moderate intensity typical of commercial fitness classes and received no special reinforcement. Before exercise training began and at the completion of 16 1/2 weeks, a structured, open-ended interview was conducted. Ninety-four percent of the women in both groups adhered to the program, an exceptionally high adherence rate for this population. Eight participant-identified factors seemed to have influenced exercise adherence: group homogeneity, carpooling and social networks, pleasurable feelings associated with increased energy and fitness, leader with a health-related background, time limitation of exercise program, commitment to an established goal, desire to change body image, and desire to change health status and improve physical health.