Purpose. To determine the behaviors, knowledge, and attitudes of resident physicians regarding exercise counseling. Method. In 1997, a self-administered questionnaire was sent to 313 internal medicine resident physicians at six U.S. training programs. Pearson correlation coefficients examined associations between the resident physicians' practices, attitudes, and personal habits. Stepwise multiple linear regression identified predictors of exercise counseling by the resident physicians. Results. A total of 251 resident physicians responded. Only 15.5% reported counseling more than 80% of the clinic patients about exercise. Over 93% understood the benefits of exercise, and almost all (96%) felt that it was a physician's responsibility to counsel patients about exercise. Only 29% felt successful at getting their patients to start exercising, and only 28% felt confident in their skills to prescribe exercise for patients. Ninety-one percent felt that training in exercise counseling would be worthwhile. The significant predictors of physician exercise counseling were perception of exercise counseling as a priority (p < .0(51), confidence in exercise-counseling skills (p < .001), and postgraduate year of training (p < .05) (R2 = .18). The significant predictors of physicians' confidence in exercise-counseling skills included physician's gender (i.e., men) (p < .001), perception that exercise is important for a healthy 35-year-old (p < .01), feeling successful at exercise counseling (p < .001), perceiving less interference with counseling by barriers (p < .001), and prior training in exercise counseling (p < .05) (R2 = .44). Conclusions. Resident physicians' perceptions of exercise counseling as a priority, confidence in counseling skills, and postgraduate year of training are important predictors of their providing exercise counseling. These factors should be addressed in future educational programs.