On August 28, 2007, the Census Bureau reported that the number of nonelderly uninsured had increased by 2.1 million in 2006. Of the 2.1 million non-elderly uninsured, 1.4 million were adults and 710,000 were children (age 18 and under). In this paper we show that children experienced declines in employer-sponsored coverage at all income levels. The largest growth in uninsured children (48%) occurred among those in middle-income families (between 200 and 399% of poverty) because there was no increase in Medicaid and SCHIP to offset the decline in employer sponsored coverage.