The first descriptions of the Guadalupian fauna were published nearly fifty years ago. This early account of Shumard's was meager enough, but gave promise of a facies interesting and novel among the known Carboniferous faunas of North America. The following pages add largely to our knowledge of Guadalupian life, and I believe more than make good any promise contained in the previous account. Nevertheless, even the collections of the Guadalupian fauna here described fail to do justice to its richness and diversity, and the present report is completed with the hope of returning to the subject after another visit to the Guadalupe Mountains. Although a description of this range and the adjacent region can be found elsewhere, a repetition of the more important facts will conduce to a better understanding of the geologic relations of the fauna described herein and will serve to illustrate the references to localities and horizons necessarily involved in the paleontologic discussion. The Guadalupe Mountains are situated chiefly in southeastern New Mexico, but extend across the border for a short distance into the trans-Pecos region of Texas. Save only for this southern extreme both their geology and their topography are practically unknown, and it should be understood that anything hereafter said of them relates only to that portion. These mountains form a north-south range of considerable height, which rises abruptly from an arid and treeless plain, stretching westward to more mountainous elevations, the Cornudas Mountains and the Sierra Tinaja Pinta. This plain is locally known as Crow Flats and forms a part of the Salt Basin (Pl. I). It is now used as cattle ranges, water being raised by windmills. The only permanent surface water consists of salt lakes - broad, shallow pools incrusted with saline deposits, which in the early days were extensively sought for domestic use. This water is of course unfit for consumption, but cattle seem as a rule not to mind the less highly impregnated waters brought up by the pumps. These vary considerably in the amount and character of their saline contents, but even the best is unsatisfactory for human use. On the east side, from the foot of the mountains the land slopes gradually eastward and merges with the plains of Texas. There are springs of sweet water and perennial streams on this side of the range, such streams being in this region, as a rule, associated only with the highest mountains. Usually the canyons and sandy channels serve merely to carry off the occasional torrential rains, and this is the case for the most part even with the perennial streams, which almost immediately on striking into the plain are drunk up by the soil. Beyond their debouchure from the mountains their course is merely a dry sandy channel. There are, however, flowing streams east of the Guadalupes, one such being Delaware River. In seasons of rain this watercourse is formed by the confluence of numerous small tributaries - some leading back into the mountains - which pour their sudden waters through channels usually dry; but the source of the perennial stream seems to be a very definite point situated some distance east of the Guadalupes and generally referred to as the 'headwaters of the Delaware.' This expression would naturally be taken to have a more general significance, but Shumard uses it, I believe, in this local sense, and as it is often difficult to fix references to local geography it seems desirable to make the present record of the fact. At this point, which is also known as Huhling's ranch, three springs, one of them strongly charged with sulphur, break out close together in the bed of the Delaware, which below this point is a permanent watercourse. The Guadalupe Mountains are formed by uplifted strata, consisting of a thick limestone series above and a thick sandstone series below. The abrupt termination of the limestone in an almost sheer precipice of practically its entire thickness