Female Sprague Dawley rats were subjected to either bilateral ovariectomy or sham surgery. Tetracycline derivatives were administered to each rat on two separate occasions to label sites of bone formation. All rats were sacrificed at 5 weeks postovariectomy and their proximal tibiae were processed undecalcified for quantitative bone histomorphometry. A twofold decrease in trabecular bone volume was noted in the proximal tibial metaphysis of ovariectomized rats. This bone loss was associated with elevated histomorphometric indices of bone resorption and formation. Ovariectomy increased osteoclast surface and numbers as well as osteoblast surface and numbers. Elevations in calcification rate and fractional trabecular bone surface with double tetracycline labels also suggest that bone formation was stimulated in ovariectomized rats. In addition, ovariectomized rats exhibited a greater rate of longitudinal bone growth relative to sham-operated control rats. These histomorphometric data indicate that ovariectomy induces marked bone loss and accelerated skeletal metabolism in rats.