A considerable amount of evidence now makes it clear that aerobic tissues require an elaborate enzyme system to remove the harmful reaction products of oxygen reduction. A portion of this protective system has been studied in human muscle and rat tissues. The VO2 max as well as the superoxide dismutase and catalase activity of vastus lateralis muscle of 12 healthy, male subjects was measured. The subjects with a high aerobic capacity (VO2 max greater than 60 ml . kg-1 . min-1) had significantly greater levels of both superoxide dismutase and catalase. There was also a linear relationship between both superoxide dismutase and catalase and VO2 max. The tissue oxygen consumption, and enzyme activity of the liver, heart, lung, and gastrocnemius from 24 rats was also studied. There VO2 and tissue enzyme activity of both superoxide dismutase and catalase.