Introduction: The prevalence of overweight and obesity in the United States has reached epidemic levels. Reduction in body weight is of great importance for overweight and obese individuals through the increase in physical activity. One particular mode of physical activity that is currently growing in popularity is shallow water walking, although little research has been done examining the energy cost of this activity in an overweight and obese population. Purpose: To compare the energy expenditure (kcal/min) and rating of perceived exertion (RPE) of a bout shallow water walking at a self-selected pace to a bout of land walking at a matched heart rate response and to a bout of land walking at a self-selected pace in overweight and obese women. Methods: Nineteen participants completed three 10-minute experimental trials including a self-selected pace shallow water walking trial, a matched heart rate response land walking trial, and a self-selected pace land walking trial. Results: Significantly lower energy expenditure (p= 0.046) was observed for shallow water walking (6.46 ± 1.38 kcal/min) compared to the matched heart rate response land walking bout (7.26 ± 1.29 kcal/min), although no significant differences were detected for energy expenditure for shallow water walking and self-selected pace land walking (6.92 ± 1.61 kcal/min). No significant differences were detected for RPE across conditions (p=0.439). Exploratory analyses revealed correlations between measures of body composition (BMI and percent body fat) and the difference in energy expenditure between shallow water walking and matched heart rate response land walking. Conclusions: Findings from the current study suggest that although producing energy expenditure compared to heart rate matched land walking, shallow water walking is a viable alternative that can elicit and increase in energy expenditure performed at a moderate intensity, meeting ACSM criteria. Results of the exploratory analyses revealed an association between measures of body composition and differences in energy expenditure. Although only a limited number of participants of the present study had BMI’s above 35.0 kg/m2 (n=2), findings suggest that water exercise may be an alternative form of exercise and produce higher caloric expenditure at higher ranges of BMI and percent body fat