Measurements were made of the number concentrations of particles in exhaled breath under various conditions of exercise. A laser light scattering particle spectrometer was used to count particles exhaled by test subjects wearing respirators in a challenge environment of clean, dry air. Precautions were taken to ensure that particles were not generated by the the respirators and that no extraneous water or other particles were produced in the humid exhaled air. The number of particles detected in exhaled air varied over a range from less than 0.1 to about 4 particles per cm3 depending upon the test subject and his activity. Subjects at rest exhaled the lowest concentration of particles, whereas exercises producing a faster respiration rate caused increased exhalation of particles. Exhaled particle concentrations can limit the usefulness of nondiscriminating, ambient challenge aerosols for the fit testing of highly protective respirators.