Recent data indicate that Americans are gaining weight at an alarming rate. In fact, data from the CDC indicate that the U.S. obesity average was 12% in 1990 and had grown to 23% by 2005. In recent years, this problem appears to be more prominent in some southern states than in other states. The purpose of this study was to determine what factors were associated with increased levels of obesity. Do demographic, educational, healthcare, or economic factors correlate with this trend? Using state level data in a fixed effects regression model we examined obesity rates for the period 1990-2003. We also used cross tabulation tables to compare obesity rates to several independent variables. Our analysis revealed that obesity was related to several health, demographic, and economic factors. As a result, we argue that policy makers as well as health officials should take a comprehensive look at obesity as well as other social ills, health care conditions, and related issues prior to creating a plan to improve health in this country.