The role of dairy foods and related nutrients in cardio-metabolic health etiology is poorly understood. We investigated longitudinal associations between the metabolic syndrome (MetS) and its components with key dairy exposures. We used prospective data from a bi-racial cohort of urban adults [30–64y at baseline (N=1,371)], the Healthy Aging in Neighborhoods of Diversity across the Life Span (HANDLS), in Baltimore City, MD (2004–2013). The average of 2 24-hour dietary recalls measured 4–10d apart was computed at baseline (V1) and follow-up (V2) waves. Annual rates of change (Δ) in dairy foods and key nutrients were estimated. Incident obesity, central obesity and metabolic syndrome (MetS) were determined. Among key findings, in the overall urban adult population, both cheese and yogurt (V1 and Δ) were associated with an increased risk of central obesity [HR=1.13, 95% CI:1.05,1.23 per oz equivalent of cheese (V1); HR=1.21, 95%CI: 1.01, 1.44, per fl oz equivalent of yogurt (V1)]. Baseline fluid milk intake (V1 in cup equivalents) was inversely related to MetS [HR=0.86, 95%CI: 0.78,0.94], specifically to dyslipidemia-triacylglycerol (TA) [HR=0.89, 95% CI:0.81,0.99], though it was directly associated with dyslipidemia-High Density Lipoprotein-Cholesterol (HDL-C), [HR=1.10, 95% CI:1.01,1.21]. Furthermore, Δcalcium and Δphosphorus were inversely related to dyslipidemia-HDL and MetS incidence, respectively, while Δdairy fat was positively associated with incident TA- and HDL-C-dyslipidemias and MetS. A few of those associations were sex- and race-specific. In sum, various dairy exposures had differential associations with metabolic disturbances. Future intervention studies should uncover how over-time changes in dairy components may affect metabolic disorders.