Turtle liver mitochondria are capable of taking up calcium in a pattern similar to that described from rat liver mitochondria. 2. Turtle liver mitochondria also possess a system for calcium efflux which is extremely sensitive to changes in extramitochondrial pH. A decrease in extramitochondrial pH by addition of HCl or by gassing with CO2 caused a rapid release of calcium. 3. The profound changes in pH and pCO2 during deep diving likely affects Ca efflux from mitochondria in the turtle liver.