Spontaneous leukemia occurred in 36% of a group of 39 aged Slc: Wistar rats, which ranged in age at death from 99 to 123 (average age: 114) weeks old. The leukemic rats showed hemolytic anemia, jaundice and leukocytosis (21,000 to 360,000/mm3). Macroscopically, they were characterized by splenomegaly and hepatomegaly. The leukemia cells were rich in basophilic cytoplasm containing eosinophilic granules. Their nuclei were oval and occasionally revealed mitotic figures. These leukemia cells were consistently transplantable into both Slc: Wistar and F 344/NSlc rats. In the transplanted cases, the latency and survival periods were prolonged in proportion to decreases in the inoculated cell dose.