Control and investigational groups(56 total) (age range 20-65) participated in a 6 week randomized single blinded study to assess a slimming system (lipolytic agent suspended in a cream, exercise (3 minute lower body in morning and evening), massage and diet) on body fat and weight and cellulite. Subjects were encouraged to accomplish 180 minutes of other moderate intensity exercise (90 minutes aerobic in bouts of 30-60 minutes and 90 minutes lower leg exercises from a DVD that lasted 30 minutes and was done 3 times per week). They were on a healthy high antioxidants recommendations dietto reduce 300-500 calories per day. Data collection included weight, height, age, girth, and body fat, ultrasound to measure thigh cellulite, a self-perception of skin smoothness and cellulite and a measure of skin compliance on the thigh. The combination of the exercise, diet and cream reduced cellulite by 67% on the thigh. There was also a 29% reduction in subcutaneous fat on the thighs. Overall cardiovascular health increased as seen by a reduction in 11.4+/-17.3/4.5+/-10.8 mmHg in blood pressure and 8.3+/-16.2 beats per minute in heart rate. Overall body weight was reduced by 3.8+/1.3 kg and the thigh girth was reduced by 5.7+/1.1cm.