Cotton fields in six counties in 1989 and four counties in 1990 in Arkansas were surveyed for the presence of plant-parasitic nematodes. The counties were selected to represent geographical regions within the state where relatively high acreages of cotton are produced. Samples were collected June-August each year, and individual samples represented no more than 20 acres. Samples were collected form each field at random to a depth of 6-8 inches. A 250 cm³ subsample of each composite sample was assayed for nematodes by sieving and centrifugal flotation. During the two-year study, a total of 714 samples were assayed. Several genera of plant-parasitic nematodes were found associated with cotton. Genera recovered with greater frequency included: Helicotylenchus, Paratrichodorus, Tylenchorynchus, Paratylenchus, Xiphinema, Meloidogyne ( M. incognita), and Paratylenchus. In 1989 the greatest incidence of M. incognita occurred in southeastern Arkansas (Ashley County) where this nematode was recovered from 62% of the fields surveyed, and in extreme northeastern Arkansas (Mississippi County) where the nematode was detected in 61% fields. All counties surveyed in 1989 had greater than 30% of fields with M. incognita. However, population densities above threshold levels (>100 juveniles/500 cm³ soil) were found in less than 10% of the fields surveyed. In 1990 highest incidence of M. incognita occurred in southeastern Arkansas ( Lincoln county) where this nematode was recovered from 37% of fields. In the other counties, incidence of M. incognita was low with 3-5% of fields containing detectable populations. In Lincoln County population densities of this nematode was recovered from 37% of fields. In the other counties, incidence of M. incognita was low with 3-5% of fields containing detectable populations. In Lincoln county population densities of this nematode were above threshold levels in 12% of the fields. Of the 714 fields surveyed in 1989 and 1990, 28% had detectable populations of M. incognita. of these fields, only 4% had populations of M. incognita. Of these fields, only 4% had populations of this nematode that were above threshold levels.