I count calories...but I am pretty healthy about it, meaning that I don't use my calories on Snackwell's cookies and low fat ice cream. I try to eat clean, with multiple servings of fruits and veggies each day, and when I choose cereals-they are whole grain ones with lots of fiber-like Kashi cereals, shredded wheat, Grape Nuts, etc. I also eat two servings of skim no sugar added yogurt each day-for my calcium as well as the beneficial bacteria that is good for your digestive tract. I recommend this to anyone with a sensitive or nervous tummy.
I also make sure that I get my protein requirements in each day through lean clean protein, such as chicken breast and lean fish.
With making sure I get all of these nutrients in-there is very little room for junk calories.
I truly think that this makes a heap of difference.
I also think that exercise is equally important as the diet if you want to change the looks of your body. You can lose weight but still have all the flab and "lumps and bumps" if you don't exercise.