I didn't get fat from overeating. I got fat from eating the WRONG foods. 99% of the time I was HUNGRY, especially after having my 1/2 of lowfat wholewheat bagel with a piece of lowfat cheese breakfast and all the other recommendations of CW. And I kept gaining. I realize that doesn't fit the calories in/calories out theory but there you have it. And, unfortunately, I'm not the only one.