The end of World War II heralded an era of urban disinvestment in the United States. Suburban flight, deindustrialization and automobile-oriented sprawl triggered massive population and job loss in the cities that had driven America’s economic growth for the preceding century. While some cities began to rebound in the 1990s, others, including great cities like Detroit and Cleveland, have continued to decline. As their population has shrunk, lack of demand has created a new urban landscape dominated by vacant lots and abandoned buildings. Their residents have become poorer, with many unable to compete in the national labor market. The recession and the crisis in the automotive industry have hit these cities heavily, making already difficult conditions worse. At the same time, they contain assets important for the future of their states and the United States as a whole, including major universities, major centers of medical research, and rich traditions of entrepreneurship and innovation. How these cities acknowledge the reality of being a smaller city, reconfigure their physical environment, reuse surplus land and buildings, and target their resources to capitalize on their assets will likely determine whether they will continue to decline, or will achieve vitality as smaller but stronger cities. The federal government should be their partner in addressing this challenge. While the federal government is already heavily invested in these cities, its investment has been piecemeal and sporadic. Remaking America’s distressed older cities as smaller and stronger should be central to the future federal engagement with those cities.