The sequence encountered in healing skin wounds in scorbutic guinea pigs has been examined by mcthods of light and electron microscopy. Linear incisions in the skin of female guinea pigs fed a scorbutigcnic diet were allowed to heal. The wounds were removed for examination at l, 3, 5, 9, and 14 days after wounding. The fibroblasts of the scorbutic wounds diffcr from those of the controls in thrcc major aspects. First, little collagen is present within the intcrcellular spaces, although small groups of individual collagen fibrils can be found adjacent to some of the fibroblasts; in addition, large amounts of somewhat fibrillar, poorly structured, dense matter arc present throughout the cxtracellular regions. The second alteration consists of large aggregatcs of intracytoplasmic lipid deposits present within the majority of the fibroblasts. Third, the cndoplasmic reticulum of the fibroblasts is altcrcd in form from that of the controls. The profiles of thc cistcrnae arc round, non-continuous within the plane of section, and are less cxtcnsivcly devclopcd than in the controls. An increased macrophagic activity of the histiocytes is also described. These changes are discussed in light of the available biochemical data associated with this abnormality of protein synthesis.