The objective of this article is to cast some light on corrections system problems brought on by elevated (and possibly unnecessary) levels of incarceration, and especially on problems that trouble the Kentucky corrections system and threaten to undermine the effectiveness of the state's justice system. Part II describes how the country came to embrace sentencing policies and practices capable of producing "a penal system of a severity unmatched in the Western world.” Part III describes Kentucky's embrace of equally harsh sentencing policies and practices and the inmate population explosion that has occurred as a direct result of those policies and practices. In Part III, attention is also given to the huge costs associated with Kentucky's tough-on-crime movement. Part IV is devoted to an identification of particular laws and practices that have contributed most significantly to the astonishing growth in Kentucky's incarcerated population over the last quarter century. Part V examines some trends and projections in the prison population in order to draw some attention to the most serious problems that lie ahead if the state chooses to maintain its present course.