This paper is the first in Pioneer Institute’s UMass at a Crossroads series. In this study, Pioneer focuses on UMass’ significant growth in two areas, academic competitiveness and student enrollment, compared to other New England state universities, MA private universities, national private universities and national public universities. Pioneer raises the question of whether the continued expansion of UMass, based largely on increased enrollment of out-of-state students, is in the best interest of the commonwealth.