In a previous paper it has been shown that interval distributions derived from the activity of single cortical neurones can be described by log-normal curves. A cell's temporal pattern of discharge can therefore be defined by the values of two parameters - a modal interval, and a geometric standard deviation (g.s.d.). It has also been shown that the values of both parameters change when an animal falls asleep. The modal interval becomes shorter, and the g.s.d. usually becomes larger. This paper deals with the effects of changes in arousal of animals which are awake; and, in particular, with the effects of the transition from relaxation to alarm. Single unit recordings have been made from neurones in the post-lateral and supra-sylvian gyri of unrestrained cats. In order to eliminate the direct effects of eye-movements, the experiments were carried out in complete darkness, and the animal was observed through an infrared telescope. Alarm was produced by the hiss of compressed air. An animal was said to be alarmed when he stood up abruptly and turned towards the source of the noise. Alarm produced a marked fall in the discharge frequency of those cells in post-lateral cortex which initially showed a low (< 2 action potentials per second) rate of spontaneous activity. The discharge rate of the remaining neurones (whether in suprasylvian or post-lateral cortex) was unaffected by the sudden increase in arousal. But the temporal pattern of discharge of every cell was altered. The modal interval became longer when the animal was alarmed, and the g.s.d. usually became smaller. Such changes could have been predicted from a knowledge of the neural concomitants of the transition from sleep to wakefulness. These results suggest that the activity of all cortical neurones is affected by the level of arousal of the animal, and that this modulation takes the form of a continuum of possible modal intervals, and possible g.s.ds.