The Polar fifth-generation Pennsylvania State University NCAR Mesoscale Model (MM5) is employed to examine the El Niño Southern Oscillation (ENSO) modulation of Antarctic climate for July 1996 June 1999, which is shown to be stronger than for the mean modulation from 1979 to 1999 and appears to be largely due to an eastward shift and enhancement of convection in the tropical Pacific Ocean. This study provides a more comprehensive assessment than can be achieved with observational datasets by using a regional atmospheric model adapted for high-latitude applications (Polar MM5). The most pronounced ENSO response is observed over the Ross Ice Shelf Marie Byrd Land and over the Weddell Sea Ronne/Filchner Ice Shelf. In addition to having the largest climate variability associated with ENSO, these two regions exhibit anomalies of opposite sign throughout the study period, which supports and extends similar findings by other investigators. The dipole structure is observed in surface temperature, meridional winds, cloud fraction, and precipitation. The ENSO-related variability is primarily controlled by the large-scale circulation anomalies surrounding the continent, which are consistent throughout the troposphere. When comparing the El Niño/La Niña phases of this late 1990s ENSO cycle, the circulation anomalies are nearly mirror images over the entire Antarctic, indicating their significant modulation by ENSO. Large temperature anomalies, especially in autumn, are prominent over the major ice shelves. This is most likely due to their relatively low elevation with respect to the continental interior making them more sensitive to shifts in synoptic forcing offshore of Antarctica, especially during months with considerable open water. The Polar MM5 simulations are in broad agreement with observational data, and the simulated precipitation closely follows the European Centre for Medium-Range Weather Forecasts Tropical Ocean Global Atmosphere precipitation trends over the study period. The collective findings of this work suggest the Polar MM5 is capturing ENSO-related atmospheric variability with good skill and may be a useful tool for future climate studies.