Density-dependence in worm establishment, numbers, biomass and larval production were examined in primary infections of 0, 10, 40, 80 and 160 larvae of the lung nematode, Rhabdias bufonis in the common toad, Bufo bufo. The infection procedure established 4 non-overlapping levels of infection which persisted until 6 weeks post-infection (p.i.), after which there was an overall decline up to 12 weeks p.i. Worm numbers had no direct effect on adult worm survival but temporal changes in worm weight were density-dependent. Adult worm establishment in the lungs declined significantly as the numbers of worms in the lungs increased. At the lowest exposure dose, 86% of the larvae administered reached maturity in the lungs while at the highest, only 37% did so. Also, the numbers of immature larvae outside the lungs increased as adult worm numbers increased. Both features provide evidence for a threshold limit to the numbers of worms maturing in the lungs. Worm numbers also affected larval output per host and per capita fecundity. A significant positive relationship between per capita fecundity and per capita worm weight suggested that density-dependence acted primarily to constrain the growth of individual worms. Finally, the constraints imposed on worm growth and fecundity were apparently relaxed when worm density decreased, providing evidence for density-dependent flexibility in per capita fecundity. Density-dependence in worm establishment and per capita fecundity are mechanisms which may potentially regulate this host-parasite interaction in the field. Both mechanisms may be functionally related to physical space limitations in the lungs, within which worms must compete for finite nutrients.