The gravity-driven flow of non-neutrally buoyant suspensions is shown to be unstable to spanwise perturbations when the shearing motion generates a density profile that increases with height. The instability is simply due to having heavier material over light – a Rayleigh–Taylor-like instability. The wavelength of the fastest growing disturbance is on the order of the thickness of the suspension layer. The parameters important to the problem are the angle of inclination of the layer relative to gravity, the relative density difference between the particles and the fluid, the ratio of the particle size to the thickness of the layer and the bulk volume fraction of particles. The instability is illustrated for a range of these parameters and shown to be most pronounced at intermediate values thereof. This instability mechanism may play an important role in pattern formation in multiphase flows.