Since 1988, Alaska's prison population has increased by 57 percent, and the rate of incarceration has increased by 18 percent, while over the same period the overall State population increased by only 16 percent. During this same period, the prison population in the Nation as a whole has almost doubled. At the end of 1997, a total of 1,244,554 persons were incarcerated in Federal and State prisons; the combined jail/prison population was more than 1.7 million. The United States now has one of the largest prison populations in the world, if not the largest, and its rate of incarceration is also one of the highest. According to figures from a 59-nation survey conducted by the Sentencing Project in 1995, the United States imprisoned more people than any other country in the world, and the U.S. rate of incarceration was second only to the rate in Russia. All other countries with democratic political systems showed incarceration rates substantially lower than those of the United States. This paper also discusses the implications of Alaska's growing prison population for its corrections budget and prison overcrowding. 7 tables