1. In kidney-cortex slices from the well-fed rat, glucose (5mr) supplied 25-30% of the respiratory fuel; in the starved state, the corresponding value was 10%. These results are based on measurements of the net uptake of glucose and of the specific radioactivity of labelled carbon dioxide formed in the presence of [U-14C]-glucose. 2. Added acetoacetate (5mm) or butyrate (10mmr) provided up to 80%, and added oleate (2mM) up to 50% of the fuel of respiration. The oxidation of endogenous substrates was suppressed correspondingly. 3. More [U-14C]oleate was removed by the tissue than could be oxidized by the amount of oxygen taken up; less than 25% of the oleate removed was converted into respiratory carbon dioxide and about two-thirds was incorporated into the tissue lipids. The rate of oleate incorporation into the neutral-lipid fraction was calculated to be equivalent to the rate of oxidation of endogenous fat, which provided the chief remaining fuel.4. The contribution of endogenous substrates to the respiration (50%) in the presence of added oleate is taken to reflect either a high turnover rate of the endogenous neutral lipids (approx. half-life 2-5hr.) or a raised rate of lipolysis caused by the experimental conditions in vitro. 5. Added L-oc-glycerophosphate (2-5mM) increased oleate incorporation into the neutral-lipid fraction byup to 40% (i.e. caused a net synthesis of triglyceride). 6. Lactate (2-5mm) added as sole substrate supplied 30% of the respiratory fuel, but with added oleate (2mM) lactate was converted quantitatively into glucose. Oleate stimulated the rate of gluconeogenesis from lactate by 45%. 7. The oxidation of both long-chain and shortchain even-numbered fatty acids was accompanied by ketone-body formation. Ketone-body synthesis from oleate, but not from butyrate, increased six-to seven-fold after 48hr. of starvation. The maximum rates of renal ketogenesis (80,moles/hr./g. dry wt., with butyrate) were about 20% of the maximum rates observed in the liver (on a weight-for-weight basis) and accounted for, at most, 35% ofthe fattyacidremoved. 8. DL-Carnitine (I-Omm) had no effect on the rates of uptake of acetate, butyrate or oleate or on the rate of radioactive carbon dioxide formation from [U-14C]oleate, but increased ketone-body formation from oleate by more than 100%. Ketone-body formation from butyrate was not increased. 9. There is evidence supporting the assumption that there are cells in which gluconeogenesis and ketogenesis occur together, characterized by equal labelling of [U-14C] virtually absent from the kidney. In contrast with the liver the kidney possesses 3-oxo acid CoA-transferase (EC 2.8.3.5), and the ready reversibility of this reaction and that of thiolase (EC 2.3.1.9) provide a mechanism for ketone-body formation from acetyl-CoA. This mechanism may apply to extrahepatic tissues generally, with the possible exception of the epithelium of the rumen and intestines.The low respiratory quotient of kidney-cortex taken to indicate that fat is the principal physioslices (about 0...