Atherosclerosis is now widely recognized as a multifactorial disease with outcomes that arise from complex factors such as plaque components, blood flow, and inflammation. Despite recent advances in understanding of plaque biology, diagnosis, and treatment, atherosclerosis remains a leading cause of morbidity and mortality. Further research into the development and validation of reliable indicators of the high-risk individual is greatly needed. Carotid MRI is a histologically validated, noninvasive imaging method that can track disease progression and regression, and quantitatively evaluate a spectrum of parameters associated with in vivo plaque morphology and composition. Intraplaque hemorrhage and the lipid-rich necrotic core are the best indicators of lesion severity currently visualized by carotid MRI. However, MRI methods capable of imaging other important aspects of carotid atherosclerotic disease in vivo-including inflammation, neovascularization, and mechanical forces-are emerging and may aid in advancing our understanding of the pathophysiology of this multifactorial disease.