Gussmann (1980) has presented an analysis of Polish morphophonemics within the framework of SPE (Chomsky & Halle, 1968). His treatment appeals extensively to underlying representations containing segments which never appear in surface representations. He justifies this use of absolute neutralization with the claim that other rules of Polish phonology appeal to such underlying forms. Rubach (1984) has reanalysed much of Gussmann's description within the framework of Kiparsky's (1982) Lexical Phonology, retaining the analysis of the neutralized segments and even adding to the inventory of abstract elements. The arguments presented by both scholars are a paradigm of elegance and ingenuity, representing generative phonological analysis at its best. However, the considerable reliance they put on abstract underlying representations, morphologically conditioned rules, extrinsic rule ordering and other devices which give rise to a high degree of opacity arouses suspicion. For this reason I have sought to re-examine some of their material within a more ‘concrete’ interpretation of Lexical Phonology, making use of recent ideas from theories of non-linear phonology and theories of allomorphy.