Needs assessment data for long-term inmates in Kentucky indicate that 50 percent or more have deficiencies or identified problems in the areas of substance abuse, vocational and job skills, education, living skills, and marital and family relations. While these inmates appear not to be significantly more needy than repeat or first-time offenders, lengthy incarceration plays a role in creating additional needs and aggravating existing problems. Loss of rights, status deprivation, helplessness, and redefinition of self associated with adjustment to long-term incarceration desocializes and resocializes these inmates to produce an institutional personality and exaggerated coping responses. Long-term incarceration also makes reintegration into society more difficult and is associated with a variety of psychological systoms and disorders. These effects have implications for prison costs, security requirements, and inmate disciplines. In addition, long-term inmates will require additional educational, vocational, and recreational programs, both to keep them occupied and to prepare them for the extreme changes they will face on re-entry into the community. They also will require more specialized mental health services and and financial assistance, as well as phased re-entry programs and increased supervision and services after release. 26 references.