Objectives: To estimate serum Adropin (ADR) and Adipose fatty-acid-binding proteins (AFABP) levels at 6th wk and its relations with insulin resistance (IR) judged by homeostasis model assessment of IR (HOMA-IR) score and their predictive value for later development of gestational diabetes mellitus (GDM). Patients & Methods: 335 pregnant women gave blood samples for estimation of fasting blood glucose (FBG), and fasting serum insulin, ADR and AFABP. All women underwent the 75-Oral glucose tolerance test (OGTT) and HOMA-IR scoring at 6th and 24th week GA. Results: At 6th wk GA, 77 women had IR score >2 and 24th wk 39 women developed GDM and 106 had IR >2. Mean 6th wk serum ADR levels were significantly lower, while serum AFABP levels were significantly higher in GDM than non-GDM women. Statistical analyses defined 6th wk GA high serum AFABP and insulin, BMI and 2-hr PPBG, and low serum ADR, as significant predictors for development of IR at the 24th wk GA. Conclusion: Pregnancy induces maternal IR that was related to maternal BMI and may progress to GDM that was reported by a frequency of 11.9%. Development of GDM and IR were closely related to high serum AFABP and low serum ADR levels