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Childbearing is associated with a disproportionate accumulation of visceral fat and an increased risk of metabolic disease. However, it is unknown whether the visceral fat accretion associated with pregnancy modifies a woman's risk for metabolic disease. The purpose of this study was to test whether the association between abdominal fat and insulin sensitivity differs by parity status in healthy overweight women.Intra-abdominal adipose tissue (IAAT) via CT, body composition by DXA, insulin sensitivity via intravenous glucose tolerance test and minimal model (SI), HOMA-IR, and cardiorespiratory fitness (VO2max) were assessed in 212 non-diabetic, premenopausal, overweight non-Hispanic white and African-American women.Nulliparous women (n = 98) were younger, had less IAAT and higher VO2max, but similar SI, HOMA-IR and leg fat, compared to parous (n = 114). In nulliparous women, IAAT was negatively associated with SI, controlling for age, race and body fat mass (r = -0.40, P < 0.001), but this relationship was attenuated in parous women (r = -0.15, P = 0.16). In multiple linear regression analysis, leg fat and IAAT were significant predictors of SI in nulliparous, but not parous women.Results suggest that greater IAAT in parous women does not lead to greater insulin resistance; rather, transient insulin resistance during pregnancy may encourage intra-abdominal fat accumulation that is metabolically benign. This underscores the need to consider parity when assessing cardiometabolic risk.