Objective: Cone-beam computed tomography (CBCT) is a reliable method of assessing the oral cavity and upper airways. We conducted this study to examine the changes introduced by rapid maxillary expansion in the nasal cavity, nasopharynx, and oropharynx as seen with images obtained by CBCT. Materials and Methods: We evaluated 15 patients with maxillary width deficiency treated with RME. Patients were subjected to CBCT at the beginning of RME and after the retention period of 4 months. Results: The nasal cavity presented a significant transverse increase in the lower third, in the anterior (1.08 mm 6 0.15), medium (1.28 mm 6 0.15), and posterior regions (0.77 mm 6 0.12). No significant change occurred in the nasopharynx in volume (P 5 .11), median sagittal area (P 5 .33), or lower axial area (P 5 .29) resulting from the RME. A significant change was noted in the oropharynx in volume (P 5 .05), median sagittal area (P 5 .01), and lower axial area (P 5 .04) before and immediately after the RME. Conclusions: RME is able to increase the transverse width of the nasal cavity, but it does not have the same effect in the nasopharynx. Changes noted in the oropharynx may be due to the lack of a standardized position of the head and tongue at the time of image acquisition. (Angle Orthod. 2012;82:458-463.)