Vitamin D and certain natural compounds have been shown to regulate both lipid metabolism and bone formation. Treatments that prevent or reverse age-related increase in bone marrow adiposity could both increase new bone formation and inhibit bone destruction. We tested the hypothesis that dietary supplementation with combinations of vitamin D and phytochemicals inhibits bone loss and decreases adiposity to a greater extent than control or vitamin D-alone diets. Aged ovariectomized female rats (12 months old, n=50, initial body weight=240g) were given control (AIN-93M diet), vitamin D (2,400IU/kg), or vitamin D plus resveratrol (16, 80, or 400mg/kg of diet [low, medium, and high dose, respectively]), quercetin (80, 400, or 2,000mg/kg of diet), and genistein (64, 256, or 1,040mg/kg of diet) for 8 weeks. The high-dose treatment (vitamin D+400mg/kg resveratrol+2,000mg/kg quercetin+1,040mg/kg genistein) reduced body weight gain (P<.05) and the fat pad weights (P<.05). This treatment also increased the serum concentration of insulin-like growth factor-1 (P<.05) and the bone mineral content of the femur. Micro-computed tomography and histomorphometric analyses indicated that the high-dose treatment prevented loss of trabecular bone (P<.05) and reduced marrow adipocytes (P<.001) and osteoclasts (P<.05) compared with the control and vitamin D alone (P<.05). We conclude that aged ovariectomized female rats supplemented with vitamin D combined with genistein, quercetin, and resveratrol had improved bone mineral density and reduced body weight gain and a significant decrease in bone marrow adipocytes. The synergistic effects of a combination of phytochemicals with vitamin D may be effective in reducing bone loss and weight gain after menopause. © Copyright 2011, Mary Ann Liebert, Inc. and Korean Society of Food Science and Nutrition 2011.