A 75-year-old man presented to us with a 6-month weight loss of 85 lbs. He was unable to get out of a chair and was brought in in a wheelchair by his wife. His past medical history was significant for Type II diabetes mellitus, diagnosed 20 years ago, and he hadn't seen a physician for the past 10 years. He reported that he had not taken his diabetic medications for the past 5 years and was controlling his diabetes by diet. His wife reported that for the past 6 months he had experienced progressive weight loss even though he continued to eat normally. He has also developed muscle wasting of his lower extremities and was unable to climb stairs or get out of a chair without assistance. On physical examination, the patient was found to be cachectic, with severe symmetrical muscle wasting and motor deficit of the proximal leg muscles. There was no apparent sensory impairment of the lower extremities. On laboratory evaluation the patient had a normal complete blood count, electrolytes, liver enzymes, and sedimentation rate. He had an elevated hemoglobin A1c and fasting blood glucose. The patient was initiated on a regiment of insulin and a sulfonurea, with subsequent good control of his glucose. The patient continued to loose weight, however, and had now developed diffuse deep aching pain in both thighs. An evaluation for a possible occult malignancy was initiated, with full body CT, prostate specific antigen, colonoscopy, and endoscopy results unremarkable. The patient was then sent for evaluation by endocrinology and infectious diseases; both recommended continued evaluation for occult malignancies with negative tests for HIV, tuberculosis, adrenal insufficiency, and thyroid disease. Nerve conduction studies done by neurology showed a predominant proximal lower limb axonopathy. MRI of the lumbar spine was unremarkable. Muscle biopsy was not done. The patient was treated with gabapentin 300 mg TID resulting in slow improvement of his pain syndrome. With continued diabetic control, the patient slowly gained back 65 lbs. over 10 months, with partial improvement of the proximal lower limb muscle weakness and wasting. Diabetic Amyotrophy (Bruns-Garland syndrome) is characterized by weakness followed by wasting of pelvifemoral muscles, either bilaterally or unilaterally, with associated pain.1 The pathogenesis is unknown, but it is theorized to be either metabolic or ischemic in nature. It is prevalent in .08% of diabetic patients (1.1% of type II diabetics, and .03% of type I diabetics).2 It typically affects men with type II diabetes in their fifth or sixth decade and is associated with a 10- to 30-lb. weight loss.2,3 The syndrome usually improves with glycemic control. This particular patient was much older than the typical patients, and his weight loss was much more pronounced. This unusual manifestation of diabetes must be taken into consideration when geriatric patients present with a history of type II diabetes in conjunction with weight loss and proximal limb muscle wasting and motor deficit. We as clinicians should strive to detect and characterize this syndrome further in geriatric patients, thus avoiding unnecessary, prolonged, and costly work-ups for these patients.