Reduced energy expenditure may predispose children to the development of obesity, but there are limited longitudinal studies to support this theory. We studied 75 white, preadolescent children over 4 y by taking annual measures of body composition and resting energy expenditure (by indirect calorimetry) and two annual measures of total energy expenditure and physical-activity-related energy expenditure (by doubly labeled water). Body composition of parents was assessed at the onset of the study with use of underwater weighing. The major outcome variable was the individual rate of change in fat mass (FM) adjusted for fat-free mass (FFM). The influence of sex, energy expenditure components, initial FM, and parental FM on the rate of change in FM was analyzed by hierarchical linear modeling and analysis of variance. The rate of change in absolute FM was 0.89 ± 1.08 kg/y (range: - 0.44 to 5.6 kg/y). The rate of change in FM adjusted for FFM was 0.08 ± 0.64 kg/y (range: -1.45 to 2.22 kg/y) and was similar among children of two nonobese parents and children with one nonobese or one obese parent, but was significantly higher in children with two obese parents (0.61 ± 0.87 kg/y). The major determinants of change in FM adjusted for FFM were sex (greater fat gain in girls), initial fatness, and parental fatness. None of the components of energy expenditure were inversely related to change in FM. The main predictors of change in FM relative to FFM during preadolescent growth are sex, initial fatness, and parental fatness, but not reduced energy expenditure.