2,3,7,8-Tetrachlorodibenzo-p-dioxin (TCDD) is metabolized by the mouse liver cytochrome P-450-mediated monooxygenase system to reactive intermediates which bind 'covalently' to cellular macromolecules. Although very difficult to quantitate, the presumably covalent binding to microsomal protein occurs between 120 and 2,640 times more readily than binding to deproteinized DNA in the in vitro reaction. Because of the extremely high rate of binding to protein rather than to DNA, it is visualized that TCDD metabolites may be so reactive that they bind in or near the P-450-active site where the TCDD is monoxygenated. This extreme reactivity may preclude the formation of detectable quantities of phenols, dihydrodiols, or conjugated products. The rate of TCDD metabolism is estimated to be between 9,000 and 36,000 times lower than the rate of P-450-mediated benzo[a]pyrene metabolism. To our knowledge, this is the first demonstration that TCDD is metabolized in any organism. There remains the possibility, however unlikely, that this covalently-bound radioactivity represents metabolites of contaminants--present in the radiolabeled TCDD sample in very minute amounts--rather than metabolites of tritiated TCDD itself. The possible relationship between P-450-mediated metabolism of this environmental contaminant and its extreme toxicity or teratogenicity is discussed.