Conodonts of middle Ordovician age collected by he PI as part of a biostratigraphic project were found to have tissue preserved in and below their basal cavities. This 450 million year-old material from eastern Australia appears to be the oldest known fossil tissue. The horizon with the conodonts also contains these remains of several other groups with tissue preserved. These groups include trilobites, gastropods, inarticulate and articulate brachiopods, corals, sponges, bryozoans, and fish. Some prelimi- nary microscopy has been begun on the material already collected. Discussions with members of the Institute of Molecular Biology at the University of Oregon have led to offers of facilities necessary for gel electrophoresis protein analysis, residual protein immunological analysis, protein sequence determination, amino acid analysis, transmission electron ultrastructure studies, and other techniques to obtain the most biochemical information from the preserved tissues. During the first year, the work will a) aim to determine the extent of the tissue-rich fossil horizon in the field, b) attempt to discover the reasons for the exceptional preservation, c) establish the biochemical condition of the organic remains, and d) explore the suitability of the various known methods for analyzing the remains. During the second year this information will be applied to as many groups as possible to gain the maximum biochemical and taxonomic knowledge about the organisms present in the deposit, many of which belong to major groups that are now extinct.