The study aimed to improve the small-ear waxy corn populations for prolificacy, high total carotenoid content and resistance to downy mildew. Three cycles of modified mass selection were carried out for population improvement. Forty-four genotypes derived from eight C3 populations and six check varieties were evaluated for agronomic traits and yield at Khon Kaen and screened for downy mildew resistance in the rainy season 2020 at two experimental sites in Ban Phang district of Khon Kaen province. Fifty genotypes were clustered into six major groups based on color parameter (h°) and total ear number. Two selected groups (C and E) with two populations of small-ear waxy corn including Nei9008/BK-24-9-B and TY/TF-33-1-B were selected as they were resistant to downy mildew, prolific ears, and intense orange kernel color. Modified mass selection was effective for improvement of multiple traits in waxy corn.