A lack of satisfaction with one’s body is common among women with obesity, often prompting unhealthy “dieting.” Beyond typically slow improvements in weight and body composition, behavioral factors might also affect change in body satisfaction. Age and race/ethnicity (African American vs. White) might moderate such change. Obese women (N = 246; Mage = 43 years; MBMI = 39 kg/m2) initiating a 6-month cognitive-behaviorally based physical activity and nutrition treatment were assessed on possible predictors of body satisfaction change. At baseline, African American and younger women had significantly higher body satisfaction. The treatment was associated with significant within-group improvements in mood, health behaviors (physical activity and fruit/vegetable intake), and body composition (waist circumference). A multiple regression analysis indicated that mood, health behavior, and body composition changes explained a significant 27% of the variance in body satisfaction change. Of these predictors, changes in mood (β = −.36, p <.001) and health behaviors (β =.18, p =.01) made significant, unique contributions to the variance in change in body satisfaction that was accounted for, while only the measure of actual physiological change (body composition) did not. Neither age nor race/ethnicity was a significant moderator when each was entered separately into the multiple regression equation. Practical implications for leveraging manageable changes in behavioral factors for improving body satisfaction were discussed.