Blood gas tensions, pH, and glucose, lactate, and pyruvate concentrations were determined in whole blood circulated through a pump-oxygenator, ventilating the oxygenator with 100% O 2 and 93% O 2-7% CO 2 in random order. Blood to which insulin or glucose had been added also was studied in a similar fashion. A high P O 2 was maintained throughout the study, thus eliminating any element of cellular hypoxia. Blood utilized glucose and produced lactate at a constant rate during conditions of cucapnia, and at an accelerated rate during conditions of severe hypocapnia and respiratory alkalosis. Eucapnia after hypocapnia slowed the rate of lactate production and glucose utilization but did not stop them, nor did it decrease the level of lactate in the blood. Pyruvate concentrations decreased then stabilized with hypocapnia and increased with eucapnia. Blood alone, however, seems to account for only a small fraction of the hyperlactatemia of hyperventilation in vivo. The mechanism of lactate production in blood alone with adequate oxygen levels is due to red blood cell metabolism being primarily anaerobic through the Embden-Meyerhof pathway. Whether this is accentuated by hyperoxia is not known. Also, why lactate is not decreased with hypercapnia in blood alone as occurs in vivo is not understood.