Periacetabular osteotomy (PAO) is a common treatment for pre-arthritic hip dysplasia in young adults. The purpose of this study was to better understand changes in muscle volume and composition after PAO visualized using magnetic resonance imaging (MRI). A prospectively collected series of individuals that underwent PAO for hip dysplasia were reviewed to identify subjects with pre- and postoperative MRI. In our practice, MRI was obtained preoperatively and greater than 6 months after PAO for persistent hip pain. MRI sequences were selected to optimize visualization of the muscle volume, fatty infiltration, and hip joint cartilage. MRI images were selected at predetermined bony landmarks and analyzed using 3D Slicer (©2021, www.slicer.org) software to measure muscle diameter and calculate muscle cross-sectional area (CSA) in 17 individual muscles surrounding the hip. Muscle atrophy was graded using the Goutallier classification for fatty infiltration and acetabular cartilage condition was graded using the Outerbridge classification. We compared pre- and postoperative muscle area and composition as well as cartilage for each case. A series of six female patients met our inclusion criteria. Mean age was 26 years at time of surgery. All cases had MRI sequences adequate for muscle volume measurements. Fatty infiltration and cartilage changes were recorded in four subjects with appropriate MRI sequences. Separating muscle groups, external rotators underwent the largest volume increase. Hip flexors demonstrated mild volume decrease. CSA change among external rotators averaged +12%, hip flexors -9.3%, and hip abductors -9.2% after PAO. All muscles had either the same or increased fatty infiltration after surgery, with gluteus medius and iliacus undergoing the most average increase. Similarly, cartilage condition worsened by a small margin in this series. Our results provide preliminary indication that PAO may have noticeable effects on muscle characteristics and cartilage in the early postoperative period. This was a limited case series of subjects with adequate pre- and post-operative MRI imaging. IV.