1. Rats of four different age groups were injected intraperitoneally with labelled thymidine and killed 1, 7 or 12 days later. 2. The epididymal fat-pads were separated into fat-cells and stromal elements by collagenase digestion. 3. The incorporation of labelled thymidine into the deoxyribonucleic acid (DNA) of both fractions was greatest in the 6-week-old animals. Uptake was significantly decreased in 12- and 15-week-old animals and was lowest in 22-week-old rats.