Mammograms and histologic slides of a group of 320 women who had breast symptoms and a biopsy without cancer being found were reviewed. The mammographic features assessed were the parenchymal pattern and extent of nodular and homogeneous densities. In addition to the pathologic diagnosis, the histologic features assessed included epithelial hyperplasia and atypia, intralobular fibrosis, and extralobular fibrosis. Among premenopausal women, those with marked intralobular fibrosis were more likely to have large (3+ mm) nodular densities on the mammogram. Among postmenopausal women, epithelial hyperplasia or atypia was related to having nodular densities in at least 40% of the breast volume. In both groups, marked extralobular fibrosis was related to the presence of homogeneous density on the mammogram. We conclude that mammographic nodular densities may be an expression of lobular characteristics, whereas homogeneous density may reflect extralobular connective tissue changes.