BACKGROUND: Total knee replacement utilization in the United States more than doubled from 1999 to 2008. Although the reasons for this increase have not been examined rigorously, some have attributed the increase to population growth and the obesity epidemic. Our goal was to investigate whether the rapid increase in total knee replacement use over the past decade can be sufficiently attributed to changes in these two factors. METHODS: We used data from the Nationwide Inpatient Sample to estimate changes in total knee replacement utilization rates from 1999 to 2008, stratified by age (eighteen to forty-four years, forty-five to sixty-four years, and sixty-five years or older). We obtained data on obesity prevalence and U.S. population growth from federal sources. We compared the rate of change in total knee replacement utilization with the rates of population growth and change in obesity prevalence from 1999 to 2008. RESULTS: In 2008, 615,050 total knee replacements were performed in the United States adult population, 134% more than in 1999. During the same time period, the overall population size increased by 11%. While the population of forty-five to sixty-four-year-olds grew by 29%, the number of total knee replacements in this age group more than tripled. The number of obese and non-obese individuals in the United States increased by 23% and 4%, respectively. Assuming unchanged indications for total knee replacement among obese and non-obese individuals with knee osteoarthritis over the last decade, these changes fail to account for the 134% growth in total knee replacement use. CONCLUSIONS: Population growth and obesity cannot fully explain the rapid expansion of total knee replacements in the last decade, suggesting that other factors must also be involved. The disproportionate increase in total knee replacements among younger patients may be a result of a growing number of knee injuries and expanding indications for the procedure.