“Scholars are beginning to analyze the relative contributions of changes in crime rates, criminal justice policies, economics, and demographics to the slowing growth rate of the prison system, but one area that has gone largely unexplored is the impact of such changes on racial disparities in imprisonment. As is well known, black/white disparities in the use of incarceration have been profound for quite some time. Since the 1980s a series of analyses have documented these trends at the national level as well as examining variation in disparity among the states. As prison populations fluctuate, though, the relative rate of incarceration among racial groups may or may not reflect prevailing patterns. Further, as the prospect of a declining prison population has now become a distinct possibility for the next decade, it will become increasingly important to monitor whether reduced incarceration is experienced in similar ways across racial/ethnic groups” (p. 1). This report is an initial look at whether this trend of decreasing prison populations is reflected in the numbers of minority women being incarcerated. Sections of this report cover: slowing growth in incarceration; race and gender disparity in incarceration; changing racial composition of women’s incarceration—analyzing changes, changes in offending, prison population by offense, and changing socioeconomics; conclusion; and recommendations to address racial disparities.