ABSTRACT : Reid (1986) indicated that in an ideal situation, health manpower planning at the national level would be an aggregate of planning for individual and different categories of health workers, taking full account of geographical inequalities and demographic, epidemiological, and institutional factors. Recognizing that nurses employed by the Ministry of Health in Bahrain comprise the largest group of health workers and consume a large portion of its budget, the decision was made to dedicate this study to nursing. In addition, continuous search for a methodological approach for estimating nursing needs in Bahrain was also an incentive to concentrate on this significant category of health workers. The results of this work will hopefully set the stage for future studies in other disciplines of health manpower. One of the objectives was also to develop a framework, which at least could be pursued by the Gulf states for the assessment of nursing manpower. It is therefore hoped that this study will further contribute to and strengthen nursing in Bahrain as a scientific and professional profession Health manpower planning, on the other hand, is a controversial and difficult exercise (Reid, 1986). Uncertainty in the economic, political, and social climate can easily invalidate even the most carefully based projections. Given the paucity of data about nursing manpower in Bahrain and the probable inaccuracy of some of what is available, it is believed that this study should be considered a first attempt at nursing manpower planning in Bahrain This study attempted to identify the total nurse manpower needs of the Ministry of Health using the Criteria for Care method in the secondary care setting, as well as assessing nursing activities and hence manpower needs in primary health care using a modified version of the Hurst and Costin approach. The results show that at the existing supply rate, a mismatch would continue to exist until the year 2000. It could be concluded that the Ministry of Health might be able to fill the gap and achieve further Bahrainization in the field of nursing beyond the year 2000. With the changing demographic pattern of the society served, the explosion of technology, and the rising expectations of the people, the demand for health services in Bahrain will continue to rise. This will result in an increased demand for health personnel in general and nursing manpower in particular. The challenge that we will continue to face is to address the need for nurses and close the gap between demand and supply