Background: Individuals with diabetes have an elevated risk of non-ischemic heart failure (NIHF), and comorbidities such as hypertension, obesity, and smoking exacerbate this risk. Compared with the status quo in US adults with diabetes, we projected the decrease in NIHF incidence and prevalence that could occur if hypertension, overweight/obesity, and smoking status were treated to evidence-based thresholds. Methods: The Cardiovascular Disease (CVD) Policy Model is a computer simulation that provides nationally representative estimates of CVD burden for the US population aged 35-94 years. We used National Health and Nutrition Examination Survey (2015-2018) data to determine diabetes prevalence (i.e., “ever been told you have diabetes”, HbA1c ≥6.5%, fasting glucose ≥126mg/dl, or non-fasting glucose ≥200mg/dl) in individuals without prior CVD. Incident NIHF rates were estimated from pooled epidemiologic cohorts. We modeled the impact of treating hypertension (SBP ≥130mmHg), overweight or obesity (BMI ≥25Kg/m 2 ), and current smoking to evidence-based thresholds (SBP <130mmHg, BMI <25Kg/m 2 , and smoking cessation) on incident and prevalent NIHF over ten years (2023-2032). Results: An estimated 28.4 million US adults aged 35-94 years have diabetes and no prior CVD. Of these, 50% have hypertension, 89% are overweight or obese, and 13% are current smokers. In ten years under the status quo, the projected incidence of NIHF would be 604,000 cases per year and the prevalence of NIHF would be 4.7 million individuals. Treating risk factors to evidence-based thresholds across the whole population would reduce NIHF incidence to 528,000 cases per year, a 13% decline, and prevalence to 4.4 million individuals, an 8% decline. Achieving a BMI ≤25Kg/m 2 among those with overweight/obesity would have the greatest independent effect on projected HF incidence and prevalence ( Table ). Conclusions: Weight loss, blood pressure control, and smoking cessation in patients with diabetes could substantially reduce the US burden of incident NIHF.