 This study is designed to determine the effects of an intensive lifestyle modification program in patients with HIV and Metabolic Syndrome. The primary endpoints will be improvement in body composition, specifically waist-to-hip ratio WHR. The secondary endpoints will include improvement of cardiovascular indices, such as total cholesterol, low-density lipoprotein LDL, high-density lipoprotein HDL, and triglyceride cholesterol levels, blood pressure, cardiac enzymes, c-reactive protein CRP, tissue plasminogen activator t-PA, plasminogen activator inhibitor PAI, and insulin and glucose metabolism. We expect that quality of life indices and life skills should also improve with the lifestyle modification program. 