BACKGROUND: Self-reported physical activity (PA) and sleep duration (SLP) change markedly throughout adolescence. We sought to quantify changes in objectively-measured PA, sedentary time (ST) and SLP through adolescence, and to investigate baseline body composition and baseline activity levels as determinants of change. METHODS: Individually calibrated combined heart rate and movement sensing was used to estimate PA energy expenditure (PAEE), SLP, daily ST and time in light (LPA), moderate (MPA), vigorous (VPA), and moderate-to-vigorous physical activity (MVPA) in 144 adolescents (50% boys) of mean age 15.1(±0.3)y at baseline and 17.5(±0.3)y at follow-up. Changes in PA (ΔPA), ST (ΔST) and SLP (ΔSLP) were calculated as follow-up minus baseline values. Waist circumference (WC) was measured at baseline and follow-up, as was fat mass index (FMI) and fat-free mass index (FFMI) by a pooled estimation method including bio-impedance. Comparison of baseline and follow-up activity was made by mixed-model ANOVA. Linear regression adjusted for baseline demographics, total and weekend hours of monitor wear time and the seasons of activity measurements, was used to investigate baseline body composition as determinants of ΔPA, ΔST and ΔSLP. A further model adjusted for baseline of the outcome assessed baseline activity as a predictor of behaviour change, and investigated associations for baseline body composition independent of the baseline level of the outcome. RESULTS: From baseline to follow-up levels of MPA and VPA declined (p ≤ 0.039). The annual decline in MVPA was equivalent to -4.5 and -3.0 min/d in boys and girls, respectively. Baseline FMI, FFMI and WC were positively associated with ΔLPA and negatively associated with ΔST in boys when adjusted for baseline of the outcome (p ≤ 0.037 for all). SLP increased from baseline to follow-up (p = 0.004) but ΔSLP was not associated with baseline body composition (p ≥ 0.13). For all variables, higher baseline levels were associated with greater declines over time (p ≤ 0.003). CONCLUSIONS: Levels of higher-intensity PA decline from mid-to-late adolescence, whereas the duration of sleep increases. Changes in LPA and ST may be associated with baseline body composition, but the baseline level of the outcome is consistently the strongest predictor of changes in adolescent activity.