To determine if fatigue at maximal aerobic power output was associated with a critical decrease in cerebral oxygenation, 13 male cyclists performed incremental maximal exercise tests (25 W/min ramp) under normoxic (Norm: 21% FIO2) and acute hypoxic (Hypox: 12% FIO2) conditions. Near-infrared spectroscopy (NIRS) was used to monitor concentration ($μ$M) changes of oxy- and deoxyhemoglobin ($Δ$[O2Hb], $Δ$[HHb]) in the left vastus lateralis muscle and frontal cerebral cortex. Changes in total Hb were calculated ($Δ$[THb] = $Δ$[O2Hb] + $Δ$[HHb]) and used as an index of change in regional blood volume. Repeated-measures ANOVA were performed across treatments and work rates ($α$ = 0.05). During Norm, cerebral oxygenation rose between 25 and 75% peak power output Power peak; increased (inc) $Δ$[O2Hb], inc. $Δ$[HHb], inc. $Δ$[THb], but fell from 75 to 100% Powerpeak decreased (dec) $Δ$[O2Hb], inc. $Δ$[HHb], no change $Δ$[THb]. In contrast, during Hypox, cerebral oxygenation dropped progressively across all work rates (dec. $Δ$[O2Hb], inc. $Δ$[HHb]), whereas $Δ$[THb] again rose up to 75% Powerpeak and remained constant thereafter. Changes in cerebral oxygenation during Hypox were larger than Norm. In muscle, oxygenation decreased progressively throughout exercise in both Norm and Hypox (dec. $Δ$[O2Hb], inc. $Δ$ [HHb], inc. $Δ$[THb]), although $Δ$[O2Hb] was unchanged between 75 and 100% Powerpeak. Changes in muscle oxygenation were also greater in Hypox compared with Norm. On the basis of these findings, it is unlikely that changes in cerebral oxygenation limit incremental exercise performance in normoxia, yet it is possible that such changes play a more pivotal role in hypoxia. Copyright © 2007 the American Physiological Society.