Soybean production in Brazil has grown rapidly in recent years. The objective of this publication is to evaluate the potential impact of Brazilian soybean production on North Dakota and other producers. Brazil, followed by Argentina, is the leading producer in South America. All South American soybean production surpassed the United States during 2002-03. In Brazil, production and yields have grown the fastest in Mato Grosso (Center-West) and other expansion states that have Cerrado land. Soybean costs of production for 2003 harvest are considerably lower in Mato Grosso than in North Dakota and Iowa even when freight costs to Rotterdam are considered, giving them a strong competitive position in the world market. Consequently, Mato Grosso soybean production is considerably more profitable. In the future, a 500 percent increase in Brazil cropland acres is possible. It would appear that world demand can accommodate the current pace of growth in Brazil at prices profitable to North Dakota producers.