Midlife women tend to gain weight with age, thus increasing risk of chronic disease. The purpose of this study was to examine associations between overweight/obesity and behavioral factors, including eating frequency, in a cross-sectional national sample of midlife women (n = 1,099) (mean age = 49.7 years, and BMI = 27.7 kg/m2). Eating behaviors and food and nutrient intakes were based on a mailed 1-day food record. BMI was calculated from self-reported height and weight, and level of physical activity was assessed by self-reported questionnaire. After exclusion of low-energy reporters (32% of sample), eating frequency was not associated with overweight/obesity (P > 0.05) and was not different between BMI groups (normal, 5.21 ± 1.79; overweight, 5.16 ± 1.74; obese, 5.12 ± 1.68, P = 0.769). Adjusted logistic regression showed that eating frequency, snacking frequency, breakfast consumption, eating after 10 PM and consuming meals with children or other adults were not significantly associated with overweight/obesity. Total energy intake increased as eating frequency increased in all BMI groups, however, obese women had greater energy intake compared to normal weight women who consumed the same number of meals and snacks. Intake of fruit and vegetables, whole grains, dietary fiber, dairy, and added sugars also increased as eating frequency increased. While eating frequency was not associated with overweight/obesity, it was associated with energy intake. Thus, addressing total energy intake rather than eating frequency may be more appropriate to prevent weight gain among midlife women.