Different approaches have been proposed to improve the adaptation of Class II restorations, including applying low-elasticity modulus base liners. This in vitro fatigue test (or study) evaluated the influence of the compomer base-lining configuration on restoration adaptation. Direct Class II MOD box-shaped composite restorations with or without base and lining (n=3x8) were placed on intact human third molars with proximal margins 1 mm above or under the CEJ. The compomer (Dyract) was applied as a 1 mm-thick lining or as a base, closing proximo-gingival margins. Marginal adaptation was assessed before and after each phase of mechanical loading (250,000 cycles at 50N, 250,000 cycles at 75N and 500,000 cycles at 100N); internal adaptation was evaluated after test completion. Gold-sputtered resin replicas were observed in the SEM and restoration quality evaluated in percentages of continuity (C) at the margins and within the internal interface after sample section. Mechanical loading did not influence adaptation to enamel, while it adversely affected restoration adaptation to dentin for the full composite and compomer-base restorations (C varied, respectively, from 95.2 to 75.3% and from 98.0 to 10.6%). The internal adaptation quality showed the same general trend, however, with reduced scores of continuity. In this experimental condition, application of a low elasticity modulus layer under the restorative material proved advantageous but the compomer should not contact the gingival margins.