Mississippi's prison population fluctuated between about 1,600 and 2,300 between 1955 and 1974 before beginning the steady rise of the last 7 years. The lastest Uniform Crime Reports shows Mississippi ranking 47th among the States in crime rates, while ranking 20th in incarceration rates. Within the State itself there is no significant relationship between crime rates and incarceration rates for Mississippi counties. This circumstance exists largely because the State legislature has not implemented policies that will produce a discerning and controlled use of prisons and an expanded and effective use of alternatives to imprisonment. Legislative decisions have focused on the expansion of prison facilities which will, history shows, soon be filled to capacity. Prison population levels are determined primarily by intake, length of stay, and outflow. These areas are subject to policy control. In the area of intake, probation and parole revocations should be examined to determine if they may be based on grounds that could be changed without endangering the public. Adjustments could also be made in sanctions for the less dangerous crimes. Changes in sentencing practice and parole can also greatly impact prison populations, as can the expansion of restitution programs and other community-based programs. The termination of prison building can also force the development of effective alternatives to institutionalization. Tabular and graphic data and 31 footnotes are provided.