Reduced functional ability with advancing age is, in part, due to decreased vascular reactivity and increased arterial stiffness. Lakatta (2003) theorizes such vascular changes contribute to greater myocardial work, lower skeletal muscle perfusion, and represents a significant risk factor for cardiovascular morbidity. Purpose: To determine effects of 8 wks of progressive whole-body training preceded by 4 wks of peripheral intermittent muscular exercise (PRIME) or aerobic training (AT) on flow mediated dilation (FMD), central blood pressures and functional ability. Methods: Subjects were over the age of 70, who walked between 218-490yards on a 6-minute walk test, without adverse responses. Subjects were randomized to AT or PRIME for the first 4 wks (Phase 1). AT consisted of 45 minutes of walking/biking at 40-60% of heart rate reserve, 3*wk. PRIME consisted of exercises specific to the calf, thigh, buttocks, arms, shoulders, and torso. Each exercise was performed for 3 to 5 minutes, at ~40-70% of the maximal voluntary strength of the primary muscle group of interest, for 45 minutes, 3*wk. Subjects in both groups were progressed as tolerated. Following the first 4 wks, all subjects were advanced to a well-rounded, whole-body exercise program using guidelines from ACSM (Phase 2). Before, after 4 and 12 wks, ultrasonography was used to determine brachial artery FMD, applanation tonometry to estimate central blood pressures, muscular strength determined from 1RM (Chest Press, Seated Row, Leg Press, and Handgrip (Total)), and functional ability from the Senior Fitness Test (SFT). Results: Using a repeated measure design, groups were similar in number (PRIME=48, 18 men; AT=48, 15 men), age (PRIME:76±4.29; AT:76±4.96 yrs), weight (PRIME:80.10±14.76; AET: 81.78±16.20Kg). Training resulted in significant improvements for FMD (↑50%; 4.43±2.83 to 6.53±2.64%, p<0.05), reductions in aortic BP (SBP: -4.41±11.72, DBP: -2.34± 7.53mmHg, p<0.05), increase in strength (Total: 74.46±75.16kg, p<0.05), and SFT (34.36±13.07 to 53.56±14.59%, p<0.05). Magnitude of change was significantly greater in PRIME (p<0.10) for aortic BP, and TOT (p<0.05), and similar for other variables. Conclusion: Twelve wks of training, resulted in significant reduction in cardiovascular morbidity risk and improvements in functional ability. Magnitude of improvement was greatest in those randomised to PRIME during Phase 1.