An ultrastructural cytochemical study of acid phosphatase activity performed in mouse endometrium on the second day of pregnancy showed that stromal cells which were heavily labeled by the cytochemical reaction had disarranged organelles. On the other hand, the cytoplasm of several stromal cells had collagen-containing phagosomes that were also labeled, indicating that the collagen fibrils were being digested by lysosomal enzymes. It is suggested that cell death and phagocytosis of collagen are events of the remodeling of the mouse endometrium that occur prior to decidualization.