The intoxication of livestock from ingested feed contaminated with naturally occurring toxicants is of great economic importance. Certain toxicants require enzymatic bioactivation before harmful effects are exhibited. In the liver, the cytochrome P-450 dependent mixed function oxidase (MFO) system normally metabolizes foreign compounds (xenobiotics) into more polar, more excretable and less toxic metabolites. During metabolism of aflatoxins and pyrrolizidine alkaloids (PA), oxidized metabolites are highly reactive with cellular components and are more toxic than the parent compounds. Hepatic bioactivation is of considerable importance because active metabolites are formed directly within the tissues of the animal. In addition, the MFO system has only limited specificity and is dependent on many factors including diet, age, sex, species and environmental influences. The interrelationship of these factors on aflatoxicosis and pyrrolizidine alkaloidosis are often responsible for the chronic nature and difficult etiology of these diseases. A better understanding of the factors affecting metabolism and bioactivation of these toxicants may lead to the development of techniques for protecting animals that are subjected to contaminated feeds.