1. The development of the ventral root (VR) in Xenopus has been studied by electron microscopy. Total fibre counts, and counts of classes of fibres were made from large photomontages of the whole of VR 9 at × 15000.
2. The total number of fibres in the root shows the same pattern of initial rise, peak, and subsequent decline that previous ventral horn (VH) cell counts had shown, The two curves overlay each other initially, but after the decline, there were apparently more cells than fibres.
3. Promyelin and myelin formation was seen at the time of the decline. There was no evidence that dying axons had started to myelinate.
4. In some animals the limb-bud was removed at the time of its first penetration by nerve fibres. The ventral roots developed normally for a week, but thereafter fibre loss was accentuated, advanced and more profound, so that after another week, no fibres were left. In these roots, no promyelin or myelin was formed.
5. In other animals, it was shown that there is no evidence for collateral sprouting in the ventral roots during normal development.
6. It is argued that the axons which die in normal development have already reached the limb-bud.
7. The correspondence between axon and cell number is discussed.