This study analyzed the change of breast density in women receiving tamoxifen treatment using 3-D MRI. Sixteen women were studied. Each woman received breast MRI before and after tamoxifen. The breast and the fibroglandular tissue were segmented using a computer-assisted algorithm, based on T1-weighted images. The fibroglandular tissue volume (FV) and breast volume (BV) were measured and the ratio was calculated as the percent breast density (%BD). The changes in breast volume (ΔBV), fibroglandular tissue volume (ΔFV), and percent density (Δ %BD) between two MRI studies were analyzed and correlated with treatment duration and baseline breast density. The ΔFV showed a reduction in all 16 women. The Δ%BD showed a mean reduction of 5.8%. The reduction of FV was significantly correlated with baseline FV (P<0.001) and treatment duration (P=0.03). The percentage change in FV was correlated with duration (P=0.049). The reduction in %BD was positively correlated with baseline %BD (p=0.02). Women with higher baseline %BD showed more reduction of %BD. 3D MRI may be useful for the measurement of the small changes of ΔFV and Δ%BD after tamoxifen. These changes can potentially be used to correlate with the future reduction of cancer risk.