A low rate of compliance for exercise regimens is a difficult problem for programs aimed at treating or preventing musculoskeletal pain. In fact, the utility of exercise for common pain problems has been debated since poor compliance confounds proper program evaluation. Thus, the purpose of the present study was to evaluate the effects of a compliance enhancement measure and subsequently to assess the effects of physical activity on pain perception. Forty-eight employees (mean age=42, 20 females) currently working at two companies and who reported musculoskeletal pain, but noexercise habit voluntarily served as subjects. The Comparison Group was provided with information and free membership at a health center. The Exercise Compliance Enhancement Group met individually with a behavioral psychologist, who employed cognitive-behavioral techniques, to plan their activity program. Results showed that the Compliance Enhancement Group had a higher rate of adherence and participated in significantly more exercises over the course of 6 months than did the Comparison Group. However, analyses based on pre- and posttest gain scores showed that the differences between the groups for aerobic capacity and pain intensity were not significant. However, when compilers were compared with noncompliers, those complying with the activity program were found to have improved their aerobic capacity more than noncompliers. Yet for overall pain intensity ratings, the difference between compilers and noncompliers was still not significant. Intensity ratings made immediately before and after exercising indicated that exercise activities were related to a significant increase in pain intensity. These results indicate that compliance for exercise may be significantly improved, but the effect of exercise activities on overall pain intensity was not significant relative to the comparison group.