This study sought to experimentally clarify time-dependent, differential microglial activation at various spinal cord locations in response to injury. The spinal cords of Wistar rats were either sharply transected at the Th 11 or subjected to compression at the same site. Immediately to 4 weeks after injury, each spinal cord was fixed and cut into longitudinal frozen sections, and was immunostained with OX42 for resident and activated microglia, OX-6 for activated microglia, GFAP for activated astrocytes, and biotinylated BS-I, a lectin for both resident and activated microglia. From three to 24 hours after injury, we observed a narrow belt around the transection site in which OX42 positive microglia were dramatically reduced in number, or often absent. BS-I labeling of the zone disclosed the rapid transformation of those microglia possessing typical antler-like processes to macrophage-like cells. At day 1 and thereafter, the zone of reduced OX42 immunoreactivity was gradually replaced by macrophage-like OX42-positive round cells, and the lesion itself was ultimately capped by fibrogliotic scar tissue. By 2-4 weeks postinjury, another phase of microglial activation was observed in those white matter tracts undergoing Wallerian degeneration. These microglia characterized by the presence of newly-expressed MHC class II antigens. We posit that the decreased OX42 immunoreactivity suggests that CR3 is quickly saturated by activated iC3b and internalized, but not down-regulated. The trigger for this transformation most likely occurs through signaling by iC3b-saturated CR3. In contrast, microglia activation along those degenerating tracts undergoing Wallerian degeneration does not appear to be CR3-related, as the CR3 is upregulated. These observations indicate microglia have at least two different spatial and temporal patterns of activation. One is rapid and most likely involves the blood-borne complement activating system. The other accompanies Wallerian degeneration and is independent of the blood-borne complement system.