The response of cell division and cell elongation to low cell water potentials was studied in etiolated, intact soybean hypocotyls desiccated either by withholding water from seedlings or by subjecting hypocotyls to pressure. Measurements of hypocotyl water potential and osmotic potential indicated that desiccation by withholding water resulted in osmotic adjustment of the hypocotyls so that turgor remained almost constant. The adjustment appeared to involve transport of solutes from the cotyledons to the hypocotyl and permitted growth of the seedlings at water potentials which would have been strongly inhibitory had adjustment not occurred. Growth was ultimately inhibited in hypocotyls due to inhibition of cell division and cell elongation to a similar degree. The inhibition of cell elongation appeared to result from a change in the minimum turgor necessary for growth. On the other hand, when intact hypocotyls were exposed to pressure for 3 h, osmotic adjustment did not occur, turgor decreased, and the sensitivity of growth to low cell water potentials increased, presumably due to inhibition of cell elongation. Thus, although cell division was sensitive to low cell water potentials in soybean hypocotyls, cell elongation had either the same sensitivity or was more sensitive, depending on whether the tissue adjusted osmotically. Osmotic adjustment of hypocotyls may represent a mechanism for preserving growth in seedlings germinating in desiccated soil.