Abstract. In this note we show that the unit tangent bundle of S 4 is diffeomorphic to the total space of a certain principal S 3 -bundle over S 4 , solving a problem of James and Whitehead.For more than 50 years it has been known that the S 3 -bundles over S 4 are classified by Z ⊕ Z. The bundle that corresponds to (m, n) ∈ Z ⊕ Z is obtained by gluing two copies ofwhere we have identified R 4 with H and S 3 with {v ∈ H | |v| = 1} ([Hat], [Steen]). We will call the bundle obtained from g m,n "the bundle of type (m, n)", and we will denote it by E m,n .The problem of classifying the total spaces of these bundles up to homotopy, homeomorphism, and diffeomorphism type is still open. It has led to a revolution in topology that began with Milnor's discovery that most of the bundles of type (m, −m + 1) are exotic spheres [Mil].Further motivation for this problem is provided by the many interesting metrics discovered on these spaces in [GromMey], [GrovZil], [PetWil], [Wil1],and [Wil2].In 1953 James and Whitehead gave the homotopy classification for (total space, fiber) pairs, except that among the bundles whose third homology group is Z/2Z they were only able to assert that there are at most 2 homotopy types. We will complete this classification here by proving Theorem 1. The total spaces of E 1,1 and E 2,0 are diffeomorphic, via a diffeomorphism that takes a fiber of E 1,1 to a fiber of E 2,0 .The complete classification of these total spaces is given independently in [CrowEsc], where it will be shown that there is no orientation preserving homotopy equivalence between these two total spaces.