Venom of urutu snake (Bothrops alternatus) injected into the Tibialis anterior muscle (Tib. ant.) of mice in a dose of 80 μg induced massive local haemorrhage within 10 min. Though muscle fibres appeared normal at this stage they later suffered necrosis in increasing numbers so that by 24 hr the whole muscle was necrotic. Arteries near the injection site often showed hyaline necrosis of the media and some were thrombosed. Phagocytosis of debris, which progressed from the periphery towards the centre of the necrotic area was usually complete by 2 weeks and was accompanied by muscle fibre regeneration. After 1 or 2 months several animals showed extensive recovery of the damaged muscle though a localized scar often remained. The regenerated muscle fibres showed central nuclei and varied in diameter, many appearing atrophic. In other mice, however, there was replacement of Tib. ant. by fibroadipose tissue with little or no muscle fibre regeneration. The results show that despite severe initial haemorrhage and necrosis, the affected muscles exhibit considerable capacity for regeneration. It is suggested that the poor regenerative response observed in some animals could result, at least to some extent, from permanent damage to the local blood vessels.