of nutrient intakes, basal physical fitness and serum markers in elderly women with osteopenia. JENB., Vol. 19, No. 3, pp.217-224, 2015 [Purpose] This study investigated the correlations among BMD, nutrient intake, basal physical fitness and serum markers in elderly women with osteopenia.[Methods] Bone Mineral Density (BMD) was measured in 54 elderly women (60-77yrs) by using dual energy X-ray absorptiometry (DEXA). The subjects were divided into an osteopenia group (OG; n = 29) and a normal group (NG; n = 25). A physical fitness test was conducted to determine muscle strength, muscle endurance, flexibility, agility, and balance. The dietary nutrient intake for one day was analyzed. The serum Ca, Pi and Mg concentration was also analyzed.[Results] There was significant correlation between All subject's weight and their total-BMD as well as the T-score (p < .01). There was also significant correlation between the fat free mass and Total-BMD (p < .01). There was significant positive correlation between energy intake and dietary carbohydrate with Total-BMD and T-score in the OG (p < .05). The Serum Pi of the OG was significantly lower than that of the NG (p < .05), and there was significant correlation with the BMD in most regions as well as with the Total-BMD and T-score (p < .05, p < .01).[Conclusion] These results suggested that the fat free mass in elderly women plays an important role in maintaining their BMD and that sufficient caloric intake would be likely to improve BMD in elderly women with osteopenia. In addition, the results suggested the possibility of a decrease in bone mass by hypophosphatemia in elderly women.