1. Respiratory properties of blood and pattern of aerial and aquatic breathing and gas exchange have been studied in the African lungfish, Protopterus aethiopicus. 2. The mean value for haematocrit was 25%. Haemoglobin concentration was 6.2 g% and O2 capacity 6.8 vol. %. 3. The affinity of haemoglobin for O2 was high. P50 was 10 mm. Hg at PCOCO2, 6 mm. Hg and 25 °C. The Bohr effect was smaller than for the Australian lungfish, Neoceratodus, but exceeded that for the South American lungfish, Lepidosiren. The O2 affinity showed a larger temperature shift in Protopterus than Neoceratodus. 4. The CO2 combining power and the over-all buffering capacity of the blood exceeded values for the other lungfishes. 5. Both aerial and aquatic breathing showed a labile frequency. Air exposure elicited a marked increase in the rate of air breathing. 6. When resting in aerated water, air breathing accounted for about 90% of the O2 absorption. Aquatic gas exchange with gills and skin was 2.5 times more effective than pulmonary gas exchange in removing CO2. The low gas-exchange ratio for the lung diminished further in the interval between breaths. 7. Protopterus showed respiratory independence and a maintained O2 uptake until the ambient O2 and CO2 tensions were 85 and 35 mm. Hg respectively. A further reduction in O2 tension caused an abrupt fall in the oxygen uptake. 8. Gas analysis of blood samples drawn from unanaesthetized, free-swimming fishes attested to the important role of the lung in gas exchange and the high degree of functional separation in the circulation of oxygenated and deoxygenated blood.