diff --git a/CHANGELOG.md b/CHANGELOG.md
index c2a7cd134..5efbdf826 100644
--- a/CHANGELOG.md
+++ b/CHANGELOG.md
@@ -1,4 +1,4 @@
-## 0.12.0-beta1 (Unreleased)
+## 0.12.0-alpha3 (Unreleased)
 
 BACKWARDS INCOMPATIBILITIES / NOTES:
 * command: Remove `-module-depth` flag from plan, apply, and show. This flag was not widely used and the various updates and improvements to cli output should remove the need for this flag. [GH-19267]
diff --git a/version/version.go b/version/version.go
index e6cc16506..88ee7a4af 100644
--- a/version/version.go
+++ b/version/version.go
@@ -16,7 +16,7 @@ var Version = "0.12.0"
 // A pre-release marker for the version. If this is "" (empty string)
 // then it means that it is a final release. Otherwise, this is a pre-release
 // such as "dev" (in development), "beta", "rc1", etc.
-var Prerelease = "dev"
+var Prerelease = "alpha3"
 
 // SemVer is an instance of version.Version. This has the secondary
 // benefit of verifying during tests and init time that our version is a