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(1) The marine teleost fish, Lagodon rhomboides, can only tolerate fresh water (5 mM Na) if Ca is also present (10 mM). Transfer to Ca-free fresh water is followed by a substantial increase in radioactive Na efflux with little or no change in the transepithelial potential. Addition of the chelating agent EDTA (2 mM) further increases Na efflux. Fish left in Ca-free fresh water for 2-5 h die with a total body Na less than 50% of that found in animals acclimated to Ca-supplemented fresh water. (2) Rates of Na uptake were measured on either sea-water-acclimated or Ca-supplemented fresh water-acclimated fish transferred to various low Na media. In both cases Na uptake has a high Km, is saturable, inhibited by external NH4, H and amiloride, and is not related to changes in the trans-epithelial potential. (3) It is suggested that L. rhomboides is dependent upon external Ca to decrease diffusional Na loss in low salinities so that a relatively inefficient Na uptake can balance diffusional and urinary Na loss.