INS and Hyperinsulinemia: This analysis demonstrates that (1) a significant percentage (68 of 109, 62.3%) of diverse, apparently healthy, overweight and mildly obese normoglycemic women with midlife weight gain have ascertainable hyperinsulinemia; (2) EMPOWIR’s easily implemented carbohydrate modified diet (CMD) produced significant weight loss–5% at 6 months – alone, and in combination with metformin and metformin plus low-dose rosiglitazone in this distinct study population; (3) Metformin enhanced the reduction of fasting insulin at 6 months in study subjects with diet induced weight loss.