Weight loss interventions often prescribe increased intake of fruits and vegetables (F&V) and adequate protein intake. While the role of protein in maintenance of muscle mass during weight loss is well established, evidence for the effect of F&V intakes on anthropometric measures is inconsistent. This study aimed to describe the changes in F&V, energy and protein intake in weight loss responders vs non-responders. A 10-week pre-post weight loss study was conducted in adults (18-45years) with overweight/obesity (BMI 25-35kg/m2) aimed at increasing F&V intakes to meet Australian recommendations. Participants received individualised consults with an Accredited Practicing Dietitian to provide practical strategies to help increase F&V intakes. Forty-nine serves of F&V were provided to demonstrate target weekly consumption. Dietary intake was assessed using two, 24hr recalls (baseline, week-10) (ASA24). Body composition was measured using bioelectrical impedance analysis. Change in energy (kJ), F&V (serves) and protein intake (grams) were analysed by tertile of change in body fat (T1 = greatest reduction). Forty-three participants enrolled, 34 completed the study (53% female). After 10-weeks, females in T1 lost more body fat than T3 (1.1% vs 0.4%), energy intake decreased similarly (-1396kJ and -1290kJ), while F&V increased by almost two serves more per day in T1 compared to T3 and protein intake in T1 was half that of T3 (-24g vs -44g). In males, those in T1 lost more body fat than T3 (-1.1% vs +0.04%). Energy intake decreased substantially in T1 compared with T3 (-4279kJ vs -1553kJ) and F&V increased more in T1 compared to T3 (1.8 vs 0.9 serves per day). Protein remained stable in both groups (-1.9g vs +1.1g). Descriptive data suggests F&V may positively influence body composition. Further exploration of the effect of increased F&V and adequate protein intake on body composition even in energy balance in a larger sample is required.