Much has been written of late regarding the effects on higher education of the shifting demographics in the United States. Many writers seem to focus on colleges that are closing because the shrinking number of 18- to 24-year-olds means declining enrollments. The authors of this article would like to focus on some positive actions and strategies taking place in states and on campuses that serve unique student populations whose numbers are projected to change: historically black colleges and universities (HBCU) and Hispanic-Serving Institutions (HSI). First, the authors will look at two states that have already taken action in response to watching their college and university enrollments decline with little hope of seeing those numbers turn around without real changes to the way higher education is organized and operates in their states. In Connecticut, the changes focused on its community colleges. In Vermont, the focus was on its regional universities. In the second part of this article, the authors will say more about how minority-serving institutions are responding to the predicted changes in the proportion of students from different racial/ethnic categories.