IT has been previously shown that during the feeding to rats of thioacetamide and 4-dimethylaminoazobenzene (DAB), parenchymal liver cell nuclei show an increase in their chemical constituents (Rees and Rowland, 1961). These measurements were carried out at regular time intervals throughout the tumour induction period of approximately 6 months. In the case of thioacetamide feeding it was observed that mar-ked changes in nuclear composition were already established by 2 weeks. This would reflect the histological finding (Gupta, 1956) of enlargement of the nucleus and nucleolus after a few days of such feeding. With the development of a technique of sub-nuclear fractionation (Rees, Rowland and Varcoe, 1963) it is now possible to examine changes in composition of the nucleolus and other Farts of the nucleus during the very early stages of chemical carcinogenesis.In the present investigation subnuclear proteins have been studied at various time intervals from the livers of rats fed thioacetamide for up to 3 weeks. As a comparison, similar studies have been made on the livers of rats fed with DAB for up to 5 weeks, no histological changes being apparent before 3 weeks with this carcinogen (Rees and Rowland, 1961). In addition to the determination of chemical composition of these fractions the incorporation in vivo has been followed of 32P into ribonucleic acid (RNA) and phosphotlipid.