Following transplantation of fragments of embryonic rabbit brain into the brains of newborn mice, the proportion of mice bearing detectable xenogenic astrocytes increases to over 80% in the first 3–4 weeks. Recent studies have demonstrated that the host response at this time was dominated by non-specific elements of host defense: macrophages, microglia and astrocytes. In the second phase, the proportion of mice bearing xenogenic astrocytes declines rapidly after 4 weeks and reaches zero by 10 weeks. In the present experiments, designed to characterize the host defense during this period, a dramatic increase in the proportion of mice displaying T-cells in the brain in the fourth and fifth weeks after transplantation was found. This corresponded with a marked decline of xenogenic astrocytes. Both subsets of T-cells, helper-inducer (L3T4) and cytotoxic-suppressor (Lyt2), were found, with L3T4 more numerous in many samples. T-cells were found at the site of transplantation and at sites of migration. The division of the host-defense response in this model into a phase of antigen non-specific cells followed by a period when T-cells appear and transplanted astrocytes disappear, should facilitate kinetic studies into the mechanisms of brain-graft rejection.