The cycle rank, r(G), of a graph G=(V,E) is given by r(G)=|E|–|V|+1. Let f(k,r) be the minimum number of cycles possible in a k-connected graph with cycle rank r. We show f(1,r)=r, f(2,r)=(r+12), f(3,r)=r2–r+1 and characterize the extremal graphs. Bounds are obtained for f(k,r), k≥4; the upper bound is polynomial in r.