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Body composition and serum metabolites were studied in 24 subjects at 4000m and again after the first week and fourth week of rehabilitation in Delhi (216m) when the level of physical activity and nutrition was considerably reduced. Significant gain in body weight was observed after one week of rehabilitation. This included significant gains in fat, cell solids and mineral content of the body. Body water, however, did not increase significantly. Gain in fat content was supported by significant increase in skinfold thickness during the first week. Skinfolds which are determinants of total body fat, continued to increase significantly throughout the rehabilitation period. Thickness of the skinfolds at the extremities, however, tended to decline after the first week. The increase in the cell solids after one week of rehabilitation was unexpectedly larger than the total increase in the lean body weight. The changes in the levels of serum alanine and aspartate amino-transferases as well as creatine phosphokinase indicate that the density of the lean body had increased owing to elevated protein synthesis and its retention in the intracellular spaces during this period. Increase in the density of the lean body without significant change in its volume would comply with experimental observations.