The rate of particle uptake by rat alveolar macrophages (AM) exposed to zymosan (mean number of zymosan particles becoming bound to 100 cells at a fixed time interval) was determined with the aid of the scanning electron microscope (SEM). The intensity of the chemiluminescence (CL) emitted by the AM on addition of zymosan, was measured concomitantly. During the whole course of CL emission, all the particles were found to be either attached or engulfed, but not ingested by the AM. A good correlation was obtained between the time dependence of CL intensity and that of the rate of particle uptake, both reaching a peak value at about 5 min after exposure. It is therefore assumed that the CL emitted by AM exposed to zymosan reflects the attachment and engulfment stages of phagocytosis.