Metabolic control analysis was used to calculate the distributed control of insulin-stimulated skeletal muscle glucose disposal in awake rats. Three separate hyperinsulinemic infusion protocols were performed: 1) protocol I was a euglycemic (∼6 mM)-hyperinsulinemic (10 mU ⋅ kg−1 ⋅ min−1) clamp, 2) protocol II was a hyperglycemic (∼11 mM)-hyperinsulinemic (10 mU ⋅ kg−1 ⋅ min−1) clamp, and 3) protocol III was a euglycemic (∼6 mM)-hyperinsulinemic (10 mU ⋅ kg−1 ⋅ min−1)-lipid/heparin (increased plasma free fatty acid) clamp. [1-13C]glucose was administered in all three protocols for a 3-h period, during which time [1-13C]glucose label incorporation into [1-13C]glycogen, [3-13C]lactate, and [3-13C]alanine was detected in the hindlimb of awake rats via13C-NMR. Combined steady-state and kinetic data were used to calculate rates of glycogen synthesis and glycolysis. Additionally, glucose 6-phosphate (G-6- P) was measured in the hindlimb muscles with the use of in vivo31P-NMR during the three infusion protocols. The clamped glucose infusion rates were 31.6 ± 2.9, 49.7 ± 1.0, and 24.0 ± 1.5 mg ⋅ kg−1 ⋅ min−1at 120 min in protocols I– III, respectively. Rates of glycolysis were 62.1 ± 10.3, 71.6 ± 11.8, and 19.5 ± 3.6 nmol ⋅ g−1 ⋅ min−1and rates of glycogen synthesis were 125 ± 15, 224 ± 23, and 104 ± 17 nmol ⋅ g−1 ⋅ min−1in protocols I– III, respectively. Insulin-stimulated G-6- Pconcentrations were 217 ± 8, 265 ± 12, and 251 ± 9 nmol/g in protocols I– III, respectively. A top-down approach to metabolic control analysis was used to calculate the distributed control among glucose transport/phosphorylation [GLUT-4/hexokinase (HK)], glycogen synthesis, and glycolysis from the metabolic flux and G-6- P data. The calculated values for the control coefficients ( C) of these three metabolic steps ([Formula: see text]= 0.55 ± 0.10,[Formula: see text]= 0.30 ± 0.06, and[Formula: see text] = 0.15 ± 0.02; where J is glucose disposal flux, and glycogen syn is glycogen synthesis) indicate that there is shared control of glucose disposal and that glucose transport/phosphorylation is responsible for the majority of control of insulin-stimulated glucose disposal in skeletal muscle.