Muscle correlates of reflex telson movement were recorded in intact Limulus (horseshoe crab) preparations with chronically implanted microelectrodes. Muscle activity habituated during repetitive tactile stimulation of the gills with puffs of air. Dishabituation was also observed, as were inverse relationships between the frequency and intensity of stimulation and the rate of response decrement. These findings closely paralleled those obtained during central recordings in acute dissected preparations, as did the demonstration under certain stimulation conditions of an initial incremental phase of responsivity. Although initial levels of responsivity recovered after 1 hr without stimulation, potentiation of habituation was observable after 2 hr. Both of these times greatly exceeded those previously observed in acute preparations. No generalization to a spatial displacement of the stimulus was obtained, although a visually elicited telson reflex had been shown to demonstrate a cross-optic generalization. Aspects of the comparative strategy and the adaptive value of telson reflex habituation in Limulus were briefly considered.The "simple system" strategy, which relies upon surgery or phylogeny to provide preparations of limited complexity, is resulting in considerable information with respect to learning mechanisms (Corning, Dyal, & Willows, 1973a, 1973b, 1974Kandel & Spencer, 1968). However, as potential substrates of behavior are uncovered, it is becoming increasingly clear that a more conservative approach toward comparative generalizations is required, since many similar processes observed across species are found to be subserved by dissimilar mechanisms (Corning & Lahue, 1972;. The establishment of comparative similarities and dissimilarities requires a "polythetic" strategy, which compares and classifies systems or processes according to multiple criteria and at many levels of biological organization (Corning, Dyal, & Lahue, in press;Lahue & Corning, 1974;Sneath & Sokal, 1973).If multiple criteria and levels are required for sounder comparative analyses, then a critical consideration involves the selection