Various soybean whey media were tested as substrate for seven species of fungi in submerged culture. Very little mycelial growth was obtained with Morchella hybrida, Collybia velutipes, Cantharellus cibarius, and Xylaria polymorpha. Agaricus campestris failed to grow. Tricholoma nudum and Boletus indecisus showed the greatest rate of growth and production of mycelial protein and the best utilization of soybean whey solids, with much shorter incubation times compared with those of the other species. T. nudum developed as spheres having diameters of about 5 to 8 mm, instead of the usual slurry or yeastlike form, in the presence of added ammonium acetate. B. indecisus always developed as spheres. Mycelial yields and production of protein by T. nudum greatly decreased with the addition of more than 1% glucose to soybean whey, whereas with B. indecisus the yield of protein almost doubled when up to 3% glucose was added. The effect of minerals on mycelial growth was determined. With soybean whey concentrated to 50%, the rate of mycelial growth of T. nudum was nearly doubled, but protein content of mycelia was greatly reduced. Mycelial growth and yield of protein of B. indecisus grown in concentrated whey were increased greatly. About 4 to 6 g of mycelial protein per liter can be obtained from fermentation in soybean whey, depending upon the medium used. Utilization of soybean whey by fungal fermentation may have economic value in whey disposal and in the production of products of high protein content.