Brazil's BR-319 Highway linked Manaus, in the state of Amazonas, to Porto Velho, Rondônia, until it became impassable in 1988. Now it is proposed for reconstruction and paving, which would facilitate migration from the "Arc of Deforestation" in the southern part of the Amazon region to new frontiers farther north. The purpose of the highway, which is to facilitate transport to São Paulo of products from factories in the Manaus Free Trade Zone, would be better served by sending the containers by ship to the port of Santos. The lack of a land connection to Manaus currently represents a significant barrier to migration to central and northern Amazonia. Discourse regarding the highway systematically overestimates the highway's benefits and underestimates its impacts. A variety of changes would be needed prior to paving the highway if these potential impacts are to be attenuated. These include zoning, reserve creation, and increased governance in various forms, including deforestation licensing and control programs. More fundamental changes are also needed, especially the abandonment of the long-standing tradition in Brazil of granting squatters' rights to those who invade public land. Organizing Amazonian occupation in such a way that road construction and improvement cease to lead to explosive and uncontrolled deforestation should be a prerequisite for approval of the BR-319 and other road projects for which major impacts are expected. These projects could provide the impetus that is needed to achieve the transition away from appropriation of public land by both small squatters and by grileiros (large-scale illegal claimants). A delay in reconstructing the highway is advisable until appropriate changes can be effected.