To study the kinetics of glycerol utilization by adipose tissue in vitro as function of the concentrations of both glycerol and glucose in the incubation media, pieces of epididymal fat pad from fed rats were incubated for different times in Krebs Ringer bir:arbonate supplemented with 1-"C-glycerol and purified albumin. An increase in the concentration of glycerol in the medium produces a decrease in the formation of "CO2 and "C-lipids from 1-"C-glycerol. When the decrease in the specific activity of the tracer is considered to calculate the respective velocities, it turns out that glycerol actually enhances the rate of synthesis of both CO2 and glyceride glycerol. Glucose enhances the rate of synthesis of CO2 and fatty acids from glycerol but decreases the rate of glyceride glycerol synthesis from the same substrate. While the Km of the glycerol effect is much lower that the physiological concentrations of glycerol the Ka and Ki of the glucose effects are above or close to its concentration in blood. The results are discussed in terms of the competitive effects of glucose and glycerol for the synthesis of ix-glycerophosphate and the necessity of glucose for lipogenesis from glycerol in adipose tissue.