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The aim of our study was to evaluate associations between maternal dietary factors and fetal growth and adiposity in overweight and obese women. Women randomised to the ‘Standard Care’ group of the LIMIT trial were included. Maternal dietary factors including Healthy Eating Index, total energy, fat, carbohydrates, protein, glycaemic load and index were measured using the Harvard semi-quantitative Food Frequency questionnaire at time of study entry, 28 and 36 weeks’ gestation. Fetal ultrasound measurements of biometry and adiposity were obtained at 28 and 36 weeks’ gestation. Linear regression models were used to associate between dietary factors and fetal growth and adiposity measurements. There were 721 women included in this exploratory analysis. A 10 unit increase in the log total energy was associated with a reduction in mid-thigh lean mass by 4.94 mm at 28 weeks (95% CI −9.57 mm, −0.32 mm; p = 0.036) and 7.02 mm at 36 weeks (95% CI −13.69 mm, −0.35 mm; p = 0.039). A 10 unit increase in Healthy Eating Index score was associated with a reduced mean subscapular skin fold measure at 28 weeks by 0.17 mm (95% CI −0.32 mm, −0.03 mm; p = 0.021). We did not identify consistent associations between maternal diet and measures of fetal growth and adiposity in overweight and obese women.