Tobacco budworm, Heliothis virescens (F.), population densities across the Mid-South states of Arkansas, Louisiana and Mississippi during 1993 were lower compared to that reported in 1992. However, above normal infestation levels were observed in geographic regions that have not been consistently associated with control problems in the past. Localized economically damaging populations occurred in the northeastern and central delta counties of Arkansas, in the southern cotton producing parishes and along the Red River in Louisiana, and in the Hill counties of Mississippi. Producers in these areas were not familiar with the implications of insecticide resistance and high population densities. Therefore, numerous instances of unsatisfactory control with recommended insecticides were reported. Tests by state and federal entomologists confirmed substantial levels of resistance to recommended insecticides including carbamates, organochlorines, organophosphates and pyrethroids in tobacco budworms collected from these areas. The guidelines developed to assist cotton producers in managing insecticide resistant tobacco budworm have been revised for 1994 to address current changes in the cotton pest situation and in the availability of the ovicide, Ovasyn 1.5E (amitraz). These guidelines continue to emphasize the production of an early maturing cotton crop using agronomic and integrated pest management practices. A general insecticide use strategy that distributes the risk of tobacco budworm control failures among all available classes of insecticides has been accepted by these entomologists.