Few papers have been published concerning the cytological and histological effects of plant parasitic nematodes on their hosts. Most of this type of work has been done on the root-knot disease. Christie (2) described the development of root-knot nematode incited galls on tomato seedlings, reporting that these nematodes caused hypertrophy of cortical, pericyclic, and endodermal cells, hyperplasia of the pericycle, formation of xylem elements from parenchyma surrounding giant cells, and retardation of meristematic activity in the root tip. He also reported on the development and morphology of giant cells (large, multinucleate cells resulting from a stimulatory effect of nematode feeding). Krusberg and Neilsen (8) observed similar cytological responses in their work with Meloidogyne incognita acrita Chitwood 1949 infections of Porto Rico variety of sweet potato. Other investigators worked primariJy on the cytology and morphology of giant cells and giant cell nuclei. According to Tischler (from Christie, 2), division of giant cell nuclei was by normal mitosis in early stages of giant cell development, but later divisions occurred by amitosis and by fragmentation. However, Nemec (from Christie, 2) felt that divisions by amitosis and .fragmentation as reported by Tischler were actually stages of nuclear coalescence. Linford (9) described the method by which root-knot nematodes feed on giant cells and noted that substances were extruded from the stylet during feeding. Kostoff and Kendall (7), working with galled roots of Nicotiana hybrids, reported that secretions by the nematode increased cell wall permeability causing exosmosis and resulting in an accumulation of food in the region of invasion. Consequently, growth of plant tissues in these regions was accelerated and was expressed morphologically as swellings or galls on the roots. In 1942, Alstatt (1) tested the susceptibility of several strains and varieties of rose stocks, including Rosa multiflora Thunb. to a root-knot nematode. Of 13 different understocks, only one was found resistant. Lyle (10) and Massey (12) indicate that root-knot nematodes cause a serious disease of rose. Reynolds (15) found that in Meloidogyne incognita (Kofoid and White 1919) Chitwood 1949 infections of R. multiflora seedlings, the nematode entered the root and stimulated giant cell development; but galls occurred only rarely and were sometimes found on the end of long roots as a result of the penetration of many larvae. Martin (11) reported M. hapla as producing small, hard, galls on rose roots in Rhodesia and Nyasaland. M. hapla was reported by Van Der Linde (22) to infest a rose thornless understock. Two genera of ectoparasitic nematodes have been associated with root gall formation. Van Gundy (23) reported that galls induced on rough lemon roots by Hemicycliophora arenaria Raski 1958 were due to a hyperplastic response of the cortical tissue. Schindler (18) demonstrated that galling of rose roots was caused by Xiphinema diversicaudatum (Micoletzky 1927) Thorne 1939, but he did not investigate their cytological effects. In a survey of greenhouse roses, Schindler (17) found Xiphinema and Pratylenchus to be the most widely distributed genera and to occur more frequently than any other nematodes. Other genera found were: Criconemoides, Paratylenchus, Helicotylenchus, Hemicycliophora, Belonolainius, Trichodorus, T,ylenchus, Aphelenchoides, Psilenchus, and Meloidogyne. Sher (21) described the pathogenicity of Pratylenchus vulnus Allen and Jensen 1951 on rose, reporting that rose plants infested with this species were stunted and chlorotic and the root systems were necrotic with few feeder roots. Other nematodes which have been found associated with rose are Pratylenchus pratensis (de Man 1880) Filipjev 1936 (3,14), P. penetrans (14) Sher and Allen 1953 P. scribneri Steiner 1943 (13), and Ditylenchus dipsaci (Kuhn 1857) Filipjev 1936 (5). This present study was initiated to determine the occurrence and distribution of nematodes associated with roses grown outdoors. In addition the cytological and histological effects of Meloidogyne hapla Chitwood 1949, by Xiphinema diversicaudatum (Micoletzky 1927) Thorne 1939, and Helicotylenchus nannus Steiner 1945 on rose roots was determined.