Three 2,4-dichlorophenoxyacetic acid (2,4-D) -resistant root callus tissue lines of Glycine max L. Merrill var. Acme were derived by culturing callus tissue 2 to 6 months on 40 milligrams per liter 2,4-D and designated 40R, 40B, and 40C. Tissue line 40R had a lower level of 2,4-D uptake in 2-week-old tissue which disappeared in 3.5-week-old tissue and less free 2,4-D following incubation for 24 hours with [1-(14)C]2,4-D. This tissue line accumulated more hydroxylated glycosides of 2,4-D than did nonresistant tissue. Tissue line 40B showed no difference in uptake of 2,4-D when compared to nonresistant tissue but it did contain less free 2,4-D and more hydroxylated glycosides. The metabolism of 2,4-D in the 40C tissue line did not differ significantly from nonresistant tissue although uptake was less. The 40R line reverted to the same 2,4-D sensitivity as Acme root callus following six transfers on 10 micromolar naphthaleneacetic acid medium. The altered 2,4-D uptake and metabolism characteristic of 40R were also lost. The levels of amino acid conjugates of 2,4-D in the resistant root callus tissue lines were either lower or not significantly different from the Acme tissue lines. Therefore, variations in uptake and metabolism of 2,4-D do not wholly explain the resistance of the derived tissue lines, and perhaps modification of the active site or compartmentation is involved.