High-resolution multibeam mapping of the mid- and outer continental shelf and upper slope off Mississippi and Alabama reveals a complex bathymetry that reflects conditions during the last eustatic rise and the present high stand of sea level. The most prominent bathymetric features are pinnacles and hardgrounds that are scattered throughout the area. These features generally stand <10 m above the surrounding seafloor, cover large areas, and display a variety of morphologies. Almost all the reef pinnacles and hardgrounds have zones of high acoustic backscatter on their summits and on the seafloor immediately adjacent to their southwest walls. In addition, they also have erosional moats on the seafloor to the southwest. Large fields of bedforms are scattered throughout the mapped area. The asymmetries and orientations of the bedforms suggest that they were formed by excursions of the northeast-flowing Loop Current. In contrast, the pervasive ponding of sediment on the northeast sides of bathymetric highs indicates that one of the predominant directions of sediment transport has been to the south and southwest. The shelf break is a zone of numerous landslides of various sizes and complexities. The morphology of several landslide scars indicates that some of the failures occurred recently. One large reef-capped salt dome was mapped in the area, surrounded by a large field of pock-marks. Fields of pockmarks are also scattered on the shelf. The growth and demise of the reefs are related to the fluctuating transgression of eustatic sea level during the last deglaciation. Two episodes of reef drowning are correlated with the increased rates of sea-level rise during documented melt-water pulses; the first occurred from 14.8 to 14.2 ka and the second from 11.8 to 11.2 ka. Rates of sea-level rise exceeded the maximum growth rate of hermatypic corals only during these two intervals since the last glacial maximum and thus drowned the coral communities.