Origin and distribution of the ground substance. It is generally accepted that, in adult life, the ground substance is a product of secretion of the C.T. cells (152, 257, 101, 11) and that through progressive transformations of this substance, argyrophilic fibers, collagen, and the matrices of all mesenchymal tissues are formed (101, 152). Its distribution has been studied by S. Bensley (11), who routinely used toluidine blue to detect it. She showed that in the guinea pig pancreas after duct ligation, and in the human uterine mucosa, there is a succession of phases: edema-* gelatinous ground substance-+ argyrophilic fibers-> collagen, the ground substance being considerably reduced at the last phase. The distribution of the ground substance was found to be the same in the umbilical cord, intima and media of blood vessels, C.T. of lower vertebrates, gastric mucous membranes, and in general in all reticular and embryonic tissues. Physical and chemical properties. Bensley's work has disclosed some general properties of the ground substance. By mounting fresh tissues in a medium of a different refractive index it is seen as a continuous, fairly granular, transparent substance in which fibers are imbedded. It is elastic and tends to retract when cut. As judged by the reactions of paramecia injected into the C.T., it is viscid and possibly acid. Its refractive index is between 1.33 and 1.34. It is extractable with 10% salt solution, and half-saturated lime water. It is digested by trypsin but not pepsin in contrast to collagen where the reverse is true. It combines with copper salts suggesting that it may contain a derivative of chondroitin sulphuric acid.