The purpose of this research was to compare the effects of Danjeon Breathing exercise and walking exercise on physical fitness of middle-aged women. The Danjeon breathing exercise group(20) took health management counseling and performed an eighty-minute Danjeon breathing exercise three times a week for 12 weeks while the walking exercise group(25) took health management counseling and performed a walking exercise seven hours per week for 12 weeks. The control group(20) received only health management counseling. $VO_2max$, back strength, flexibility, balance, power and agility were measured using the Health Management System developed by the Korea Physical Science Institution. The collected data were analyzed by using the SPSS PC program and $x^2$, ANOVA, repeated measures of ANOVA and LSD. The result of this study are as follows: 1. There were significant differences on back strength, flexibility, agility and power among Danjeon breathing exercise group, walking exercise group and control group. The degree of back strength, flexibility and power of the Danjeon breathing exercise group was higher than that of the walking exercise group and the control group. The degree of agility of the walking exercise group was lower than that of the control group. 2. There were no significant differences on $VO_2max$ and balance among Danjeon breathing exercise group, walking exercise group and control group. In conclusion, Danjeon breathing exercise improves back strength, flexibility and power than walking exercise and walking exercise improves agility than Danjeon breathing exercise.