1. By using the non-metabolized cytidine analogue, cytosine arabinoside, it was possible to examine the mechanism of nucleoside transport in the immature rat uterus in the absence of intracellular utilization of the permeant. It was demonstrated that the uptake of cytosine arabinoside is not accumulative and that it can be competitively inhibited by the addition of a second nucleoside, uridine. Introduction of a concentration gradient of uridine from the medium towards the intracellular water promotes the counterflow of cytosine arabinoside out of the cells against its concentration gradient. These properties indicate that a facilitated-diffusion system is involved in nucleoside transport in the uterus. Further counterflow studies have shown that the transport system has a broad specificity for purine and pyrimidine nucleosides and that it is distinct from the processes that mediate the uptake of sugars, amino acids and purine and pyrimidine bases. 2. Oestradiol injection has no effect on the initial rate of cytosine arabinoside uptake in vitro. The increased amount of the analogue taken up per uterus is simply due to the expansion of the uterine volume that accompanies oestrogen action. 3. It is concluded that the striking increase in uridine uptake, observed in vivo in uteri from oestrogen-treated rats, does not result from an increase in the initial rate of nucleoside transport into the intracellular space of the tissue.