The pathogenesis of periarticular osteopenia in rheumatoid arthritis (RA) was investigated by histomorphometry on juxtaarticular bone removed during joint surgery. Twenty areas from 12 RA patients were compared with 14 areas from 6 osteoarthritis (OA) patients. There was no difference between the 2 groups in the percent of total bone volume. However, increased bone formation was suggested by an increase in the percent of active osteoid surface in RA compared with that in OA. Bone resorption was also increased in RA, as evidenced by increases versus OA in percent total resorptive surface, percent active resorptive surface, and number of osteoclasts. These results demonstrate increased turnover of bone in RA, especially in the resorptive phase of the periarticular trabecular bone. It is proposed that soluble factor(s) synthesized in the contiguous rheumatoid synovium may be transferred to the periarticular bone space, stimulating osteoclasts to resorb bone.