To assess in utero effects of galactose, diets containing large amounts of the sugar have been fed to pregnant rats with examination of the fetuses and newborns. Galactose levels in fetal blood parallel those of the dam and amniotic fluid contains high concentrations of galactose and galactitol. In the offspring and in the fetuses cataracts, and a decrease in brain weight, protein content and DNA are observed. There is an elevated content of galactitol and decrease in myo-inositol in the brain of galactose-intoxicated newborns. Brain synaptosomes of young rats whose mothers were fed galactose show a reduced response in vitro to acetylcholine as evidenced by a decrease in incorporation of myo-inositol into phosphatidylinositol and an inappropriate change in phosphatidylinositol content. The data indicate that there can be significant effects in the offspring of pregnant rats fed a high galactose diet. The findings support the concept that in utero toxicity may occur in the human galactosemic fetus.