Although typically an occasional, late-season, foliage feeding pest with limited potential for economic damage, beet armyworm (BAW), Spodoptera exigua, was rated as the number one insect pest of Mississippi cotton in 1993. Statewide, an estimated 2.2 insecticide applications were applied specifically to control BAW and yield loss was estimated at 4.4%. Infestations were more intense, more widespread, and occurred earlier in the season than ever before experienced in the state. Some of the key factors that contributed to the intensity and severity of this outbreak included: mild winter, high early-season insecticide use, late planting and delayed crop maturity, and hot dry conditions during mid to late-summer. Currently there is no highly effective remedial type control against this pest, and guidelines for management of future outbreaks focus on recognizing potential risk factors and minimizing these risks where possible.