Nutritionist Debra Waterhouse got a call from a client who wanted to drop 10 pounds in 10 days.

She wanted to fit into an old cocktail dress, the middle-aged woman explained. What should she do?

"Buy a new dress," said Waterhouse.

Waterhouse, author of Outsmarting The Midlife Fat Cell, is going to give it to you straight: Your body changes at midlife. But she also doesn't think women should throw up their hands in the face of menopause.

First, acknowledge the few regrettable patterns that can develop in years 35 to 55. You're more likely to gain weight, for example. To compensate for estrogen loss, your fat cells expand to boost estrogen production, thus contributing to middle-age spread, Waterhouse explains. This is a healthy adaptation. "It's in your female blueprint, ingrained in your X chromosomes," she writes.

You also may be prone to upper body fat deposits. The poundage goes to the waist specifically and the torso generally, filling out the middle of the hourglass. The pear shape becomes more of an apple.

Some women flip out when they observe this, jumping into extreme, low-cal diets. The fat cells, Waterhouse explains, "fight back by growing even stronger." Menopausal women, more than anyone, should never starve themselves, she says.

To make matters worse, women during this period crave sweets and starches more than younger or older women, and they don't even know it.

But the changes don't have to be dramatic. A University of Pittsburgh study confirms this. Over a 4½-year period, middle-aged women kept their weights stable through exercise and a sensible diet. The control group of non-exercisers continued to gain an average of one pound a year.