At 46, the weird arm skin could be hormonal. I don't know why exactly but most women get that weird upper arm skin during peri menopause/menopause--even when they are fit. My guess is that it relates to loss of collagen and a reduction in estrogen.

Yes, pp, I have noticed that when I give up alcohol, my face is less bloated.

It's been exciting to see my collarbones again.

I am jealous of DH who is skinny and fit and eats whatever he wants. He can eat a couple bowls of cereal right before he goes to sleep.

You can't exercise your way out of a bad diet.

Sad, but true.

Try to clean up your diet. I know it's a PITA, but it will help.

Booze bloats terribly, too. I know you're trying to white knuckle it, but have you considered eliminating all sugar and booze for a while? I had a few life changes and was self medicating with a lot of alcohol...I tried just a few weeks eating "primal"-ish (eliminating simple carbs and alcohol), and I was surprised at how much I didn't crave the drink. As in - no white knuckling at all. I could take a glass of wine or leave it.

Within a few days, I hadn't lost weight, but somehow my face and body seemed slimmer /less bloated. It may help you along?

I'm your age and had been exercising forever but my weight stayed steady until I really paid attention to what I was eating. I've since lost 15 lbs, I wouldn't give up. I always had a very strong upper body. I can do real push ups and I lift heavy weight. I didn't find my sculpted arms until I actually lost the weight. I don't know if your arms will bounce back. I am much shorter than you. I am now 4'11" and 113 lbs.

Last year, I had an injury from running, at the same time that my job ended. I got very down. I am 46. I gained about 25 pounds, and went from average/thin to pretty big, quickly. I was 5' 8" 135 pounds, and went up to 160. Lots of changes with this. I have always been thin and an exerciser and always had thin muscular arms. When I gained, my arms got fat. I also experienced sore joints, a puffy face, my skin turned kind of greyish. I also drank too much. It all seemed to age me really fast. It got to the point where stairs hurt my knees.

Then in December I joined a gym, and started exercising in a new way, not running, and lifting weights. My weight did not actually budge at all for 3 months, but I felt a little better from doing it. I slept better, and hurt less.

Fast forward to now, and I have lost about 15 pounds through continuing to exercise and cutting down on alcohol and eating at night. It has been very very difficult for me to do this. I am white knuckling it sometimes to get through an evening without falling off the wagon (booze and sugary food and chips). (I have fallen off the wagon plenty.) I am finally fitting into some of my old clothes, and I feel better. However, from lifting weights, my arms have muscles now and are pretty big. There is also kind of an orange peely look to my skin, not smooth, and definitely flabby looking, even though I can lift heavy weights. I suspect this is my new normal.

I don't actually think I can lose much more weight. 135 is a thing of the past, and 145 is probably where I will stay. But, if I battle down to 140, would this go away? Anyone gained and then lost and gotten their old smooth sculpted arms back? Is there some kind of skin treatment that would help?