Objective: The failure to maintain adherence to recommended medication and testing regimens is associated with excess morbidity and mortality among diabetics. This presentation focuses on the adherence patterns of diabetics enrolled in Florida: A Healthy State (FAHS), a Medicaid disease management program. Methods: Attention is given to the baseline characteristics of program participants, and the association between them and baseline adherence to hypoglycemic agents, ACEI, ARB, Statins, and annual tests (HbA1C, lipids, microalbumin, retinal exam). A matched-group comparison examined changes in patterns of medication and test adherence at follow-up for those enrolled in the nurse care management module. Results: A total of 8,432 diabetic adults were continuously enrolled for 24 months. Multivariate models evaluating their baseline adherence to hypoglycemics, ACEI, ARB, Statins and recommended tests were fit. Those who were adherent to one class of diabetes-related medication were 1.5 to 3.5 times more likely to be adherent to another class of diabetes-related medication. Baseline adherence to recommended tests was associated with 50% greater odds of adherence to hypoglycemics, ACEI and Statin. The profile of the 2597 (31%) moderate and high risk participants that enrolled in the nurse care management module was significantly different than that of non-enrollees. Participants had more comorbidities, greater service utilization and costs, and lower medication and test adherence. In a matched-group comparison, nurse care management was associated with improved odds of: filling at least one script during the study period among those who were not using diabetes medications at baseline, adherence to insulin among those using diabetes medications at baseline, and adherence to recommended testing Conclusion: A pattern of overall adherence behavior was observed at baseline. Participation in nurse care management improved adherence to recommended diabetes medication and testing regimens. It is believed that these results can be generalized to other Medicaid populations.