The source of energy for enzymatic adaptation has been investigated. Aerobically, it is found that the endogenous carbohydrate reserves may be used as such a source. In cells depleted of their reserves, the adaptive substrate itself can be oxidized even while it cannot be fermented, and so can serve as a source of energy for the adaptation to a fermentative mode of utilization. Anaerobically, adaptation may occur at the expense of stored energy-rich compounds, while the reserves and the adaptive substrate are now useless as fuel. Such compounds appear to be more plentiful in young than in old cells. The addition of any fermentable substrate, such as glucose, leads to rapid anaerobic adaptation. Experiments in which maltose-adapted cells are adapted anaerobically to galactose with the aid of a little added maltose, and conversely, show that fermentability is the criterion of usefulness for an exogenous substrate in aiding the adaptive process. None of the endogenous and exogenous energy sources which have been investigated will facilitate adaptation unless the adaptive substrate is present while they are being consumed. The significance of these findings and the adequacy of "activation" hypotheses to explain enzymatic adaptation has been discussed.