The recent rise in Brazilian soybean production has generated concern among the environmental community and some authors that natural tropical environments of the Amazon Basin are being converted to soybean fields. Proponents of soybean production counter that soybeans represent a viable agricultural commodity for the region; environmental concern is unwarranted, because new soybean fields are replacing already deforested or otherwise transformed lands. Both arguments have been made without comprehensive study and measure of land-use/land-cover (LULC) in areas undergoing expansion of soybean production. This case study, conducted in the municipality of Vilhena, Rondônia, Brazil, in the southwestern Amazon Basin, uses remote sensing to evaluate the LULC accompanying this municipality's large growth in soybean production from 1996 to 2001. Forests are being converted for soybean production, but most of the production increase appears attributable to slight expansion of already existing fields, conversion of already deforested land, and higher yields.