This time, you were going to lose weight the right way: with the support of a friend who understood your struggles and needed your cheerleading for her weight-loss efforts, too. You bought new sports bras together and helped each other resist temptation at the Cineplex concession stand. Yep, having a partner in progress was a great idea -- until she started burning fat faster. Now, instead of finding the perfect e-greeting card to send her, you're struggling with an icky feeling called envy.

Before you deem yourself a failure at fitness and as a friend, realize that what you're experiencing is normal, and common. "When a friend, a co-worker or a sibling is on a seemingly faster fitness track, you may feel left behind in the fat-war trenches, which can naturally lead to envy," says Jeffrey R. Wilbert, Ph.D., the co-author of Fattitudes: Beat Self-Defeat and Win Your War With Weight (St. Martin's Press, 2000). "Or, you may feel envious because she's getting a lot of positive attention." But you can actually turn envy into an advantage, says Wilbert. Here's how:

Harness your envy. Don't feel guilty about your negative feelings, but do vow to turn them into motivation to make changes. Every time you catch envy creeping up on you, do something to bring you closer to your goal -- chug from your water bottle, walk the stairs in your office building, or write down why you deserve to feel great about your body.

Pump her for her secrets. You could silently stew about your friend's success, or ask her to tell you how she got so fit. Is it that hot new yoga class she's taking? How did she stay motivated? Collect the facts and adapt the healthy habits that would make the most sense in your life.

Don't make excuses. She has the money for a personal trainer, or she has more time for exercise. Forget it! Focus on your schedule and make a plan of action. (And if your friend's success is unexpected because she seemed so overextended, be inspired: If she can make the time, so can you.)

Banish the beauty-contest mentality. We all have moments when we compare and compete. Be patient with yourself. Realize that it took a long time to create your not-so-healthy habits and accept the time it takes to see results from your new, healthy ones. In time, you will be a success story, too.

When you're the one who's lost weight
As you get fit, you may be surprised to become the center of attention (and that reactions aren't always positive!). Here, from Jeffrey Wilbert, Ph.D., is how to handle common remarks:

"How much weight did you lose?" If the question's too personal, say: "Thanks for noticing. I feel great, which is what's most important." But if you're proud to spill it, do, and add, "and I'm very happy about it."

"Wow, you look like a different person!" Boast the benefits: "Yep, and now I can run up several flights of stairs without feeling winded." Or, try: "The visible change is dramatic, but the internal changes I've made are great, too. Without them, the outer ones never would've happened."

"You've changed." A partner (or friend) may be surprised by a more confident, stronger you and feel threatened that you'll move on to other relationships and interests he doesn't share. If you sense that, ask him to be open with you. If he resists, you may need to get help from a professional therapist.

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