The uptake and utilization of radioactive iron by rabbit bone marrow cells under various conditions in vitro was studied, and the iron metabolism in bone marrow cells was discussed. The bone marrow cells were capable of taking up radioactive iron from media (physiological saline solution containing Fe(55) Cl(3)), and with an increase in the concentration of iron media the uptake increased to some extent. The greater part of the intracellular iron was reserved in the form binding with some proteins (?) and its capacity was greater than a sufficient amount of materials for heme synthesis. However, the capacity decreased in matured red cells. The incorporation of radioactive iron into heme increased constantly with the lapse of time and irrespective of the amount of the iron uptake. The large amount of intracellular non-hemin iron as well as the anerobic state caused inhibition for the heme synthesis.