Bone marrow-derived mesenchymal stem cells (BMSCs) are the indispensable component of the bone marrow, being the common precursors for adipocytes and osteoblasts. We show here that adipogenic differentiation resulted in increase in the production of adipocyte markers, such as adiponectin, fatty-acid binding proteins (FABP4), peroxisome proliferator-activated receptor γ (PPARγ), as well as the receptor activator of nuclear-κB ligand (RANKL). Co-culture of osteoclast precursors (OCPs) with BMSCs-derived adipocytes significantly enhanced osteoclast differentiation with low-dose RANKL, whose levels alone could not promote osteoclastogenesis. These results demonstrate for the first time that adipogenic differentiation of BMSCs plays a pivotal role in maintaining bone homeostasis.Bone homeostasis is maintained by various types of cells, such as osteoblasts and osteoclasts, which are differentiated from the different stem cells in the bone marrow (2,4,33,34). While osteoclasts are derived from hematopoietic stem cells (HSCs), osteoblasts are differentiated from bone marrow-derived mesenchymal stem cells (BMSCs). Therefore, harmonized coordination of the activities of these two stem cell compartments in the bone marrow is indispensable for bone homeostasis. In contrast, bone remodeling is regulated by the balance between osteogenesis and osteoclastogenesis (12,14,30,32,36). Osteoclasts are the central player in osteoclastogenesis, which are derived from monocytes in contact with osteoblasts through the interaction of receptor activator of nuclear-κB on osteoclast precursors and the receptor activator of nuclear-κB ligand (RANKL) expressed on osteoblasts (1,13,22,26,35). As a consequence, osteogenic differentiation from BMSCs is now recognized as an essential part integrated into bone remodelling. Accumulating evidences have also suggested that adipogenesis could play a significant role in bone metabolism (5,8,9,17,24,28,29). For example, since adipocytes and osteoblasts have the same ancestor, osteoblastogenesis and adipogenesis in the bone marrow are regulated in an opposite way, indicating that adipogenic conversion results in a reduction in osteoblast pool (24). As an endocrine organ, adipose tissue secretes adipokines, such as leptin and adiponectin, which may suppress the functions of osteoblasts (5,17,18). More recently, age-related fat accumulation and osteoporosis have been extensively discussed, and it is hypothesized that age-related bone marrow adiposity could accelerate osteoclastogenesis (3,17,27,31,38). Thus, it is highly likely that adipocytes in the bone marrow may have a positive interaction in osteoclastogenesis. In fact, our recent studies demonstrated that the primary human bone marrow adipocytes stimulate TNF-α or dexamethasone-induced osteoclast differentiation, which