Brown v. Board of Education had little immediate effect on the dual system of education in the South; by the early 1970s, however, Southern schools were the most racially integrated in the country. This paper uses newly assembled and uniquely comprehensive data to document how different types of Southern school districts made this transition. Controlling for other factors, we find larger districts were more likely to be under court supervision both early and ever; over time the enrollment threshold for court supervision fell. Poorer districts--which stood to lose larger federal grants if they failed to desegregate--were particularly likely to desegregate between 1964 and 1968. Black enrollment share did not impede "token" desegregation, but was an important predictor of both resistance to intensive desegregation and being supervised by a court in later years. By the end of our sample, in 1976, districts in Alabama and Louisiana were still significantly less integrated than in other states. Within states, however, despite having begun the 1960s with higher levels of segregation and retained them for longer than other districts, districts with stronger historical preferences for segregation had desegregated nearly as much as other districts by 1976; this may be related to their higher rate of court supervision in later years.