Objective: This study was performed to evaluate the effects of high vegetable-fruit (high-VF) and low vegetable-fruit (low-VF) diet on surrogate biomarkers of adiposity-related metabolic disturbances. Methods: Overweight women (n = 22, 19�29 years) participated in the study between July and August, 2007 in Seoul, Korea. It was consisted of either high-VF diet (12 servings of VF/day) or low-VF diet (2 servings of VF/day). Plasma concentration of carotenoids and biomarkers of inflammation and oxidative stress were determined before and after each intervention period. Results: Study results indicated that body fat content is positively correlated with plasma interleukin (IL)-6, C-reactive protein (CRP), and leptin concentrations at baseline. Oxidative DNA damage and lipopolysaccharide (LPS)-activated production of IL-1? and IL-6 in peripheral blood mononuclear cells (PBMCs) were decreased with high-VF diet while low-VF diet increased those markers. Changes in the concentration of plasma total carotenoid and ?-carotene were inversely correlated with change in plasma IL-1? concentration. Differences in IL-? production in LPS-activated PBMCs were inversely correlated with changes in plasma concentration of lutein-zeaxanthin. Also, changes in plasma total carotenoid and lycopene concentration were inversely correlated with the changes in IL-6 production in LPS-activated PBMCs. Conclusion: Daily intake of vegetables and fruits can modify adiposity-related metabolic disturbances.