AH66F or Yoshida sarcoma (YS) cells were transplanted intraperitoneally into male Donryu rats. Cancer cells obtained from ascites were suspended in saline solution (10' cells ml) after washing. Then, 0.1 ml of each suspension obtained from both strains was injected into the tail vein of 5 rats, respectively. Each metastatic nodule, 1 mm or less in a diameter, thus obtained was then injected into the peritoneal cavity in which these metastatic cells come to free. After 10 days, cancer cells obtained from each ascites were suspended in phosphate buffered saline (Ca2+ and Mg2+ free, pH 7.2) after washing. Each suspension (10' cells/ml) was violently vibrated with a definite amount of 5-doxyl stearic acid and spin labeling of cancer cell membrane was done. Furthermore, each specimen thus obtained was subjected to the electron spin resonance (ESR) measurement and the order parameter was determined from the spectra. In both YS and AH66F strains, the cell membrane fluidity of the metastatic cancer cell was increased at each temperature measured from 5°C through 35°C. The results obtained here suggest that the change of the cell membrane fluidity of cancer cell is closely related with the cancer metastases.cancer ; cell membrane fluidity ; metastases ; ESR ; phospholipid Metastasis to other organ is one of the characteristics of cancer which makes it difficult to cure cancer patients. Therefore, it is desirable to clarify the mechanism of cancer metastasis in order to cure cancer patients. Fidler (1973a) reported that only 1% of B16 melanoma cells injected intravenously had survived to form actual pulmonary metastasis. Fidler (1973b) also succeeded in obtaining the highly metastatic strains of B16 melanoma by means of intravenous injection and tissue culture of the metastatic lesions. Bosmann et al. (1973) noticed the biochemical features of the most highly metastatic strain (F10), that is, the change in the electrophoretic mobility, surface glycoprotein, proteases and increasing degradative enzyme as compared with those of low metastatic B16 melanoma strain (F 1). Miller et al. (1985) suggested that metastasis of human colonic cancer