The purpose of this study was to determine the prenatal psychosocial needs of a group of women enrolled in TennCare, a Medicaid managed care program designed to cover all otherwise uninsured people in Tennessee, and compare them with privately insured women. Face-toface interviews were conducted using standard and reliable questionnaires with a convenience sample of 120 pregnant women between 14 and 44 years of age and 16 to 28 weeks gestation at three prenatal clinics in East Tennessee. Chi-square analysis revealed that the TennCare enrollees in East Tennessee were significantly more Hkely to report higher psychosocial needs in pregnancy than the privately insured group. Women enrolled in TennCare had a significantly higher incidence of physical abuse, depressive symptoms, and smoking than the privately insured group. Pregnancy provides a window of opportunity for assessing and intervening with vulnerable women enrolled in Medicaid managed care who report psychosocial problems.