It is now well recognized that metabolic activation of drugs to reactive metabolites is an important mechanism in many drug-induced toxicities. This paper presents an overview of historical and current aspects of the role of metabolic activation in drug-induced cytotoxicity and concentrates on noncarcinogens. As discussed in the other articles in this special issue, the role of metabolic activation in toxicology was discovered by Drs. James A. Miller and Elizabeth C. Miller at the McArdle Institute, University of Wisconsin, while working on mechanisms of carcinogenicity of aminoazo dyes. In 1947 these investigators [I] reported that the livers of rats fed the carcinogen N,N-dimethyl-4-aminoazobenzene contained aminoazo dye firmly bound to the protein, and that these adducts preceded the development of hepatic tumors. In subsequent work the Millers showed that formation of the protein adducts was a result of metabolism of the azo dye, and that the presence of the azo dye-protein adducts correlated with the carcinogenicity of the aminoazodye under a variety of conditions. These and subsequent *Contributed in honor of Elizabeth C. Miller, Ph.D., and James A. Miller, Ph.D.