Below the beds 5.38 L there is a several sap of about 10 ft along the beach and at the next begins a series of exposures of thin shales 18 feet thick, striking N. 40° W and dipping 35° to the N 58 E = 5.38 M. beneath the ½ feet of shelly flags as the top of the lower half the upper half of the thin shales of 5.38 M are nearly buried in the beach nearly flat the edges overhanging. The rock is a thin grey shale exhibiting network structure in pieces, in glass the shale is pappy. Where these thin shales are a little sandy or gritty they contain great numbers of beautifully preserved molds of fossils and not fauna. The fauna of the upper 9 ft of L3 are thinly buried shales in 5.38 M and includes Chonetes denysi abundant Dalmanella . Rhychonella . Actinoptera/la 203 spp. common Pteronitella naviforme rare. Grammysia cingulata base occasional. Mediclopsis of platyphyllus oceanoid 1042 spp. Nuculites (Large) . Stenodonta rare. Hyolithes sp. Cyclonema sp. occasional Murchisona 203 spp. Orthoceras rare Tentaculifera sp. Cornulites serpularius occasional of bellulus probably unite Beyrichia half a dozen spp. abundant crusted with serrated dorsum rare Crinoid joints common Dalmanites (Calymentoid) occasional 5.38 M includes the 2i feet of coarse floggy beds & shelly flags which contain relatively the same fauna as 5.38 M except that the calcified mollusks are rarer and trilobite remains common in a clinging to in addition Pycnidiunm of Balymena sp. and among the Crustaceoda a large flatish Orbi- nifuga and a very large species of Lingula & T.rectilatera in Brachial, with a mold of nearly an inch and with external granulation as preserved on extreme ground surface of extremely fine very horizontal lines just visible under a hand lens. At the top of the flags little tuffaceous nodules alternate with thin shales. 5.38 M includes the 6 ½ feet of thin reddish gray shales buried sandy below it and has the same fauna as the latter. These shales only a series of flag tuffaceous part of rhyolite tuff presenting off flaky flags the latter presenting in pieces & beautiful lancing due to the alteration of thin 10 to ½ in & 2" seams of tuff and glass. The rhyolite glass flags are 3" to 4 inches thick. A specimen of the steel whitish gray rhyolite glass at 1135. Trevus occurs in the tuff spar- ingly, a little more commonly in a tuff seam near the top where a specimen of the tuff 1136 contains 5.38 N Rhynchonella Common Orthis occasional Chonetes . Tentaculites rare Cornulites . Actinoptera/la sp. rare. A couple of leaf web partings of thin shale occur.