The use of autogenous vein as an arterial substitute has been advocated for many years. Methods of harvesting generally cause spasm of the vein and it has been shown that preventing the spasm by applying papaverine improves long-term patency. The present study was undertaken to see if the reported long-term patency of such grafts was associated with improved short-term appearance of the venous endothelium as viewed with the scanning electron microscope. Two groups of dogs were studied; those sacrificed at 3 hours and those at 24 hours after replacing excised segments of the carotid and femoral arteries with cephalic veins. One of the veins was removed in the standard manner allowing spasm followed by distension back to its pre-spasm state; in the other, spasm was prevented by the topical application of papaverine before removal. The study shows that venous endothelial integrity is preserved by the use of papaverine and this improved appearance of the endothelium persists for the first 24 hours after insertion into an arterial milieu. But the study also demonstrated that there was extensive activity of polymorphonuclear leukocytes associated with the endothelium in the early hours after arterialization and that they appeared to have a deleterious effect on the endothelium.