The Middle Amazon Basin is a large Paleozoic sedimentary basin on the Amazonian craton in South America. It contains up to 7 km of mainly shallow water sediments. A chain of Bouguer gravity highs of approximately +40 to +90 mGals transects the basin roughly coincident with the axis of maximum thickness of sediment. The gravity highs are flanked on either side by gravity lows of approximately -40 mGals. The observed gravity anomalies can be explained by a steeply sided zone of high density in the lower crust varying in width from 100 to 200 km wide. Within this region, the continental crust has been intruded/replaced by more dense material to more than half its original thickness of 45--50 km. The much wider sedimentary basin results from regional compensation of the subsurface load and the subsequent load of accumulated sediments by flexure of the lithosphere. The observed geometry of the basin is consistent with an elastic lithosphere model with a mechanical thickness of 15--20 km. Although this value is lower than expected for a stable cratonic region of Early Proterozoic age, it is within the accepted range of effective elastic thickness for the earth. Rapid subsidence during the late Paleozoic may be evidence of a second tectonic event or lithospheric relaxation which could lower the effective mechanical thickness of the lithosphere. The high-density zone in the lower crust, as delineated by gravity and flexural modeling, has a complex sinuous geometry which is narrow and south of the axis of maximum sediment thickness on the east and west margins and wide and offset to the north in the center of the basin. The linear trough geometry of the basin itself is a result of smoothing by regional compensation of the load in the lower crust. ¿ American Geophysical Union 1988