This review considers the components of, reasons for, and some policy implications relating to rapid recent manufacturing decline in Britain's conurbations and their inner-city areas. Though complete factory closures are very important in short-term decline, industrial migration, it is argued, has been of major long-term significance. Stress is also placed on the role of larger multi-plant corporations in closing inner-city and conurbation factories. Closures and migration are viewed as a response both to organizational differences in conurbation industry, as crudely measured by plant size, and to an increasingly unattractive conurbation operating environment. Key factors in the latter are cost, age and character of premises, changing residential preferences on the part of industrialists and workers, and, to a lesser degree, central and local government policies. It is argued that a major shift in industrial incentives and controls designed to steer mobile industry into inner-city areas is undesirable: rather, policy emphasis should be on local government aid to existing firms, and the provision of cheap and suitable modern factories. SINCE the early I960s, all Britain's major cities have experienced massive industrial decline, measured by numbers of firms and jobs, particularly in their inner areas. Thus Greater London, for example, appears to have lost no less than 560 000oo manufacturing jobs, or 40 per cent of its base year total, between 1961 and 1975; while losses in Greater Manchester between 1959 and 1971 were of the order of 107 000 jobs or 18 per cent (Reeve, 1974, table 3-.). Clydeside's manufacturing employment declined over the same period by 64 000 jobs or 14 per cent. Concentration of decline in inner as compared with suburban conurbation areas is strongly suggested by various evidence. Thus the City of Manchester, the inner core of Greater Manchester, lost nearly 50 000 manufacturing jobs 1961-71 at an annual rate (3 per cent) nearly three times that of the rest of the conurbation: while Martin and Seaman (I975) report a 1954-68 decline of larger factories, employing over Ioo workers, of 44 per cent in inner London but only 17 per cent in outer London. Admittedly, a recent Department of Industry study (Dennis, 1978) argues that industrial employment decline rates have been fairly similar in the latter two areas: but this study does run counter to most other evidence. Rapid industrial decline in conurbation and inner-city areas raises many questions. This paper considers briefly three key questions: namely, what is the nature of decline, what are the probable reasons for it, and what are the possible policy implications which arise. A few initial comments are however appropriate. First, the paper is concerned solely with manufacturing industry, on the grounds that recent decline in levels of service industry are both much less dramatic and easier to explain. For example, Table I reveals that in contrast to rapid manufacturing decline, higher order 'basic' service employment has still been growing in both Manchester and London in recent years: while even lower order 'non-basic' services have not been declining at anything like the rate or volume of manufacturing. The moderate decline of 'non-basic' services is also of course readily attributable to preceding and current population decline in these cities, since almost by definition the level of such 'personal' services as retailing, entertainment and local transport is heavily geared to local population levels. Secondly, industrial decline in conurbation and inner city must be seen as an integral part