Sixteen female rats aged about 80 days and with a mean body weight of 175 g were fed 40 % of their ad libitum intake of a laboratory chow. They were killed and analysed for water, protein, lipid and ash after 9, 21· 5, 30· 2 and 38·8 % of body weight had been lost. Compared to a control group of four animals, the 38·8 % group lost 13 g or 34 % of their protein. The animals in the 21 . 5, 30· 2 and 38 . 8 % groups lost 7· 5 g or 87 % of their lipid leaving only 1 ·1 g of lipid. The percentage protein in the body was little affected by body weight loss but lipid decreased from 5 to 1 %.In another experiment with 26 rats of 205 g mean body weight and aged about 115 days, absorption rates by the small intestine were measured in vivo after variable weight losses between 0 and 39 %. o( + )-Glucose uptake was increased by about 70 % in those animals which had lost only 5 % of body weight and this increased uptake was retained in those rats which had lost up to 39 % of body weight.The absorption of L-leucine was not affected by the decline in body weight compared to the controls but relative to body weight, the ability of the intestine to absorb increased.In the same animals, the wet and dry weights of the small intestine declined slightly faster than body weight and the length of the small intestine tended to decrease slightly with increasing loss of body weight.