Data on the geology, petrography, and geochemistry of Middle-Late-Pleistocene rocks from the Tolbachik volcanic massif (Kamchatka, Klyuchevskaya group of volcanoes) are presented and compared with rocks from the neighboring Mount Povorotnaya, Klyuchevskaya group basement, and Holocene-historical Tolbachik monogenetic cones. Two volcanic series of lavas, middle-K and high-K, are found in the Tolbachik massif. The results of our data analysis and computer modeling of crystallization at different P-T-H 2 O-fO 2 conditions allow us to reconstruct the geochemical history of the massif. The Tolbachik volcanic massif started to form earlier than 86 ka based on K-Ar dating. During the formation of the pedestal and the lower parts of the stratovolcanoes, the middle-K melts, depleted relative to NMORB, fractionated in water-rich conditions (about 3% of H 2 O). At the Late Pleistocene-Holocene boundary, a large fissure zone was initiated and the geodynamical regime changed. Upwelling associated with intra-arc rifting generated melting from the same mantle source that produced magmas more enriched in incompatible trace elements and subduction components; these magmas are high-K, not depleted relative to N-MORB melts with island arc signatures and rift-like characteristics. The fissure opening caused degassing during magma ascent, and the high-K melts fractionated at anhydrous conditions. These high-K rocks contributed to the formation of the upper parts of stratovolcanoes. At the beginning of Holocene, the high-K rocks became prevalent and formed cinder cones and associated lava fields along the fissure zone. However, some features, including 1975However, some features, including -1976 Northern Breakthrough, are represented by middle-K high-Mg rocks, suggesting that both middle-K and high-K melts still exist in the Tolbachik system. Our results show that fractional crystallization at different water conditions and a variably depleted upper mantle source are responsible for all observed variations in rocks within the Tolbachik volcanic massif. Sr-Nd isotopes are consistent with 2-4% crustal assimilation during formation of the pedestal and stratovolcanoes, while the young lava fields do not show evidence of crustal assimilation. Major and trace element data coupled with K-Ar dating provide strong evidence that Mount Povorotnaya, located in 8 km northeast of Plosky Tolbachik, is an old block of the Tolbachik massif pedestal and for the moment it is the oldest (306 ka) known object in Klyuchevskaya group of volcanoes.