OBJECTIVE: In this study, we examined developmentally appropriate factors that may be associated with body dissatisfaction and disordered eating in women in midlife. METHOD: Participants were a community sample of 200 women aged 35-65. Outcome measures were the weight concern, shape concern, eating concern, and restraint subscales of the Eating Disorder Examination-Questionnaire (EDE-Q). Independent variables were importance of appearance, importance of function, cognitive reappraisal (of aging changes to appearance), and body-related self-care. RESULTS: Importance of appearance, self-care, and body mass index (BMI) accounted for variance in regression modeling for all EDE-Q variables. In addition, cognitive reappraisal was related to shape concern and restraint, and importance of function and age were also associated with restraint. Participants identified as probable eating disorder cases had significantly higher BMI, importance of appearance and function, and significantly lower cognitive reappraisal and self-care scores than participants identified as noncases. DISCUSSION: This study provides support for the role of developmentally relevant factors in body dissatisfaction and disordered eating in midlife women.