The influence of maternal nutrition during pregnancy on foetal adipose tissue development was studied in a sheep model of foetal growth restriction, achieved by overnourishing adolescent ewes. At Day 130 of gestation, the growth restricted foetuses from the overnourished rapidly growing dams (H) had higher perirenal fat proportions compared to control foetuses from the moderately fed adolescent dams (M). The mRNA expression for uncoupling protein (UCP)1 and leptin in foetal perirenal fat was equivalent between groups, but irrespective of maternal nutrition UCP1 was negatively correlated with foetal weight. Maternal plasma prolactin and glucose concentrations were higher in the H group and were positively associated with foetal perirenal fat deposition.