A high fat diet fed ad libitum will promote breast tumorigenesis in rats while caloric restriction of the same high fat diet counteracts this promotional effect. The present study examined the effects of dietary fat and calorie intake on adipose tissue weight and fatty acid composition and on tumor incidence and development. The sites of adipose tissue chosen were the mammary fat pad, representing adipose tissue in the immediate location of the studied tumor, and the abdominalfat depot which in humans has been associated with an increased risk of breast cancer. High (20% corn oil) and low (S% corn oil) fat test diets were offered ad libitum and at 40% restriction levels. In agreement -with prior studies, caloric restriction of both high and low fat diets led to marked decreases in tumor incidence (63 to 68% versus 21 %lF tumor burden (1.84 to 2.05 versus 0.37 to 0.43 tumorslrat), and tumor weight (7.1 to 11.9 versus 1.4 to 2.2 g) at the time of sacrifice (133 days post-DMBA). While final body weights were reduced in proportion to the level of caloric restriction (290 to 291 g versus 184 to 201 g), abdominal fat (8.8 to 9.2 versus 0.9 to 1.6 g), and mammary fat weights (3.1 to 4.1 versus 0.7 to 2.0 g) were reduced markedly in association with the decrease in tumorigenesis. While both tumor and mammary fat were enriched with linoleate reflecting the fatty acid composition of dietary fat, the ratio of arachidonic acid to linoleic acid was higher in tumor tissue than in surrounding normal mammary tissue in both the phospholipid (0.78 versus 0.18) and neutral lipid fractions (0.22 versus 0.03). These observations are consistent with the concept that increases in fat tissue mass in abdominal and mammary fat depots may mediate some of the promotional effects of high fat and high calorie diets. Restriction of dietary fat and calories to reduce body fat and strategies to modify the composition of stored lipids in fat depots may offer nutritional approaches to breast cancer prevention and treatment. (J. Nutr. B&hem.