Resistance management systems for transgenic cottons expressing endotoxin protein (Bt cotton) are practical, needed components of contemporary cotton production. This is especially true for production areas of the Midsouth where tobacco budworm (Heliothis virescens) is threatening profitable cotton production. Although some changes in farming practices are required, the potential benefits of establishing refuges for susceptible genotypes are large. Distribution of refuge areas within the Bt cotton and grower support of the refuge concept are critical components of implementing resistance management programs for Bt cotton. These refuges should be widely distributed to insure that resistant genotypes emerging from the Bt cotton mate with susceptible genotypes produced in the refuge. The precise design and size of refuge areas are difficult to define because local scale movement and oviposition patterns of tobacco budworm are poorly understood. However, the optimum size seems to be between multiple planter widths and small fields. Most importantly the refuge areas must be practical components of normal production practices. Grower commitment to resistance management is probably the single most important factor governing the rate at which resistance to Bt cotton will develop in tobacco budworm populations. Grower are encouraged to cooperate and implement area-wide management systems that will increase the useful life of this very valuable technology.