This paper examines the differentiation of somites from stage-16 or -17 chick embryos cultured with or without notochord in explant cultures. Histological sections of the cultures were stained with a trichrome stain to identify the different kinds of connective tissues formed. Both anterior and posterior (epithelial) somites made muscle, cartilage and loose connective tissue in explant culture. The extent of cartilage differentiation was enhanced by the presence of the notochord, confirming earlier studies. The presence of 1 mM-dibutyryl cAMP in the culture medium increased the amount of muscle found in the explants but by histological criteria did not inhibit chondrogenesis, contrary to earlier reports. The addition of quail ectoderm to the explants stimulated loose connective tissue to form directly beneath it, suggesting for the first time a role of the ectoderm in dermatome differentiation. These results suggest that the epithelial somite has the capacity to differentiate into all three connective tissue types even before it has separated into sclerotome and dermamyotome. The relative amount of different connective tissue types can be influenced by environmental factors, such as adjacent epithelia like the notochord or ectoderm.