Background: Obesity is one of the most critical threat to health and well-being. It contributes to elevated risk of cardiovascular diseases and diabetes mellitus . Objective: Investigation of the possible role of some natural antioxidants alpha lipoic acid [α-LA] and cocoa in prevention of metabolic changes induced by fructose rich water in adult male albino rats. Materials and methods: The current study has been carried on 50 adult male albino rats of average weights 130-160 g. They were divided into five equal groups: Group I (Control group), Group II (10 % fructose rich water "FRW"- fed group), Group III (FRW-fed group received 35 mg/kg α-LA) three times / week, Group IV (FRW-fed group received 1 g/Kg cocoa 5 times / week), and Group V (FRW-fed group received both α-LA and cocoa). All rats were subjected to measurement of body weight (B.W) weekly, oral glucose tolerance test (OGTT), estimation of triglycerides “TAG", total cholesterol “TC", low density lipoprotein-cholesterol “LDL-c", high density lipoprotein-cholesterol “HDL-c", malondialdehyde (MDA), plasma level of catalase (CAT) activity and plasminogen activator inhibitor-1 (PAI-1). Abdominal adipose tissue (AAT) was dissected and weighed. Liver and abdominal adipose tissue were histopathologically examined. Results: FRW-fed rats showed significant increase in BW, AAT weight, TC, LDL-c, TAG, MDA, OGTT at 0, 30, 60 and 120 min., PAI-1 and number of vacuolated hepatocytes, significant decrease in CAT activity and adipocytes number, and insignificant decrease in HDL-c.FRW fed rat receiving α-LA showed significant increase in BW, AAT weight and number of vacuolated hepatocytes, insignificant increase in lipid profile, CAT activity, MDA, PAI-1 and OGTT at 30 and 60 min., significant decrease in OGTT at 0 level and adipocytes number, and insignificant decrease in OGTT at 120 min. FRW fed rat received cocoa powder (group IV) showed significant increase in CAT activity, MDA and number of vacuolated hepatocytes, insignificant  increase in BW, AAT weight, total cholesterol, LDL-c, HDL-c PAI-1, OGTT at 30 and 60 min. and adipocytes number, significant  decrease in OGTT at 0 and 120 min., and insignificant decrease in TAG. Conclusion: Alpha lipoic acid and/or cocoa administration ameliorated the metabolic and oxidative stress changes. Co-administration of α-LA and cocoa produced non-significant effect over individual administration except in reducing serum LDL-c and increasing plasma CAT activity. Cocoa alone tended to be more effective in reducing body weight, AAT weight, adipocyte size, improving CAT and glucose tolerance than α-LA alone, while α-LA alone tended to reduce MDA to level insignificantly changed from control.