Fifty-two gnathic and dental characteristics were used to identify the taxonomy and to reconstruct the phylogeny of the Palaeothentidae. Analysis of sequencing of appearances of derived characters documents rampant convergencies at all taxonomic levels and considerable phenotypic plasticity in the organization of the palaeothentid dentition. Certain highly generalized character states survive for the duration of the family in some lineages, whereas others are phenotypically lost for a time and then reappear as a minor percentage of character variability. In general, replacement faunas of palaeothentids were morphologically more generalized than their antecendent forms. Dental character regression indicates that palaeothentids arose prior to the Deseadan from a relatively large-bodied marsupial having generalized tribosphenic molars with more or less bunodont cusps; probably an unknown member of the Didelphidae. -from Authors