The number of cotton gins in the U.S. is decreasing while the number of bales produces is remaining constant or increasing. In Texas, we produce and process approximately 5 million bales with approximately 280 cotton gins. We are loosing approximately 20 cotton gins per year. An analysis of the number of gins in the state suggests that the reduction is constant and linear with an R^2 = 0.98. There is an indication that by the year 2018, no gins will remain in business. It is likely that more cotton will be processed by existing gins, with associated longer gin seasons, longer transport distances, and module storage areas with associated insurance coverage problems. This paper will detail progress with a systems engineering project addressing anticipated problems that a change in the historical process of harvesting, storage in modules, transporting modules to the gin, and ginning will entail. A mathematical model has been formulated that describes the ginning process in terms of “percent utilization”, transport distances, partial payment to producers for lint value in the module, ginning costs (labor, energy, etc.)