Small animal models of osteoarthritis are often used for evaluating the efficacy of pharmacologic treatments and cartilage repair strategies, but noninvasive techniques capable of monitoring matrix-level changes are limited by the joint size and the low radiopacity of soft tissues. Here we present a technique for the noninvasive imaging of cartilage at micrometer-level resolution based on detecting the equilibrium partitioning of an ionic contrast agent via microcomputed tomography. The approach exploits electrochemical interactions between the molecular charges present in the cartilage matrix and an ionic contrast agent, resulting in a nonuniform equilibrium partitioning of the ionic contrast agent reflecting the proteoglycan distribution. In an in vitro model of cartilage degeneration we observed changes in x-ray attenuation magnitude and distribution consistent with biochemical and histological analyses of sulfated glycosaminoglycans, and x-ray attenuation was found to be a strong predictor of sulfated glycosaminoglycan density. Equilibration with the contrast agent also permits direct in situ visualization and quantification of cartilage surface morphology. Equilibrium partitioning of an ionic contrast agent via microcomputed tomography thus provides a powerful approach to quantitatively assess 3D cartilage composition and morphology for studies of cartilage degradation and repair.noninvasive imaging ͉ proteoglycans ͉ cartilage degeneration ͉ osteoarthritis A nalysis of small-animal models is limited by the availability of quantitative evaluation techniques for studying the extracellular matrix (ECM) changes associated with osteoarthritis (OA) and cartilage repair. Histology is traditionally used to monitor the spatial distribution of matrix macromolecules but is time-consuming and subject to distortion artifacts and tissue damage, and it produces only semiquantitative analysis of 2D sections that may provide inaccurate 3D representations. Biochemical assays are available to quantify the amount and type of matrix macromolecules in cartilage, but these assays fail to provide their spatial distributions, particularly in small animals where the limited thickness and volume of cartilage make it difficult or impossible to extract samples from multiple regions. Additionally, longitudinal monitoring of changes with time are impossible because of the destructive nature of these histological and biochemical techniques.Proteoglycans (PGs) are a particularly appropriate target for studying OA and for evaluating the efficacy of cartilage defect repair. PGs comprise 5-10% of articular cartilage by wet mass (1) and are key regulators of its equilibrium and dynamic mechanical properties. This regulation is the result of interactions between ionic interstitial fluid and negatively charged sulfated glycosaminoglycans (sGAGs) attached to the PG backbone (2). The amount and distribution of PGs changes substantially during development (3), during degeneration and repair (4, 5), and in response to blunt trauma (6). Of particular...