It is now widely accepted that insulin stimulates glucose metabolism in its target tissues via recruitment of transporters from a large intracellular pool to the plasma membrane. Recent studies, however, suggest a two-step model for insulin action, of transporter translocation and transporter activation. Data confirming this hypothesis for the first time are presented. It is shown that insulin significantly enhances the intrinsic activity of glucose transporters in human and rat adipose cells, in physiological as well as in diabetic state. The functional activity of transporters is impaired in the diabetic state, but surprisingly, ‘diabetic’ transporters exhibit normal or even enhanced intrinsic activity. In both noninsulin-dependent diabetes mellitus and streptozotocin-diabetic rats, insulin resistance is associated with 50% transporter depletion in the intracellular pool, thus leading to a decreased number of transporters appearing in the plasma membrane in response to insulin. It is concluded that impaired glucose transport in diabetes is secondary (1) to intracellular transporter depletion, and (2) to the presence of inhibitory factors interfering with the full expression of glucose transporters at the plasma membrane, thus contributing to postreceptor insulin resistance.