Mature larva, 1.50 to 1.75 long. The body increases in size from the head to the anal segment, deeply incised between the segments. Head small and nearly round; first four segments can be retracted nearly onehalf. Head and entire upper parts of body pale slate color, slightly shaded with brown on the dorsal portion. Yellow beneath between the legs, also a slight stigmatal line of the same color. Caudal horn short and black; the black extends from the base of horn to below the stigmatae. Anal shield rusty and rough; stigmatae black, encircled with yellow; abdominal feet black, the rest pale yellowish. Another specimen differs in color, being pale lavender, a slightly darker dorsal line. Under parts between the legs, a faint substigmatal line greenish yellow. Another, slightly smaller, was of a bright pea green color, with a bright yellow stigmatal stripe, in other respects like the former. The larvae are very much like those of the Sphingidae in appearance, and are exceedingly smooth and shiny. Found on willows and poplars, the last of Sept. The transformation takes place in a slight cocoon of dead leaves fastened together with a few silken threads, on the surface of the ground, much in the manner of Darapsa myron.