The study explored reasons for exercise as possible mediators of the relationship between body appreciation and exercise avoidance motivation and between body surveillance and exercise avoidance motivation. Using a cross-sectional design, 131 women with a body mass index (BMI) of 25 or higher completed measures of body surveillance, body appreciation, reasons for exercise, and exercise avoidance motivation. Mediation analyses indicated that appearance-oriented reasons for exercise partially mediated the body surveillance–exercise avoidance motivation relationship. Health and fitness professionals, organizations, and environments should avoid reinforcing appearance-oriented reasons for exercise. Rather, empowering exercise experiences and environments should be created as they seem to benefit women regardless of reasons for exercise.