Second-look laparotomy was performed in 32 patients who had significant CEA elevations following curative resection for adenocarcinoma of the large bowel. All were asymptomatic, with no demonstrable evidence of recurrence on work-up prior to surgery. Five patients developed subsequent CEA elevations after curative resections at second-look surgery and, while remaining asymptomatic, underwent re-exploration. A total of 37 laparotomies were performed. The CEA level at second-look ranged from 5.1--470 ng/ml with a median level of 25 ng/ml, the time delay ranged from 1--20 months with a median of four months, and the rate of CEA elevation ranged from 0.39--49.05 ng/ml in two weeks with a median of 3.17 ng/ml in two weeks. Recurrent disease was documented in 33 (89%) and four patients had negative explorations (11%). Liver metastasis was evident in 18 with seven curative resections, and local-abdominal disease in 15 with nine curative resections, giving a resectability rate of 43% (16/37). Lower CEA levels, shorter time delays to surgery, and slower rates of CEA elevation were directly related to the resectability rate. The follow-up ranged from 2--61 months, with a median of 15 months. Eight patients are alive and well, 8--61 months, 10 patients are alive with disease 10--47 months; and 14 patients are dead of disease 2--37 months following the second-look surgery. These results suggest a definite role for CEA in selecting patients for second-look laparotomy; however, more follow-up is necessary to document prolonged survival.