The vestibulo-ocular reflex (VOR) is under adaptive control which corrects VOR performance when visual-vestibular mismatch arises during head movements. However, the dynamic characteristics of VOR adaptive plasticity remain controversial. In this study, eye movements (coil technique) were recorded from normal human subjects during sinusoidal rotations in darkness before and after 8 h. of adaptation to 2X binocular lenses. The VOR was studied at 7 frequencies between 0.025 and 4.0 Hz at 50 degrees/s peak head velocity (less for 2.5-4 Hz). For 0.025 and 0.25 Hz, the VOR was tested at 4 peak head velocities between 50 and 300 degrees/s. Before 2X lens adaptation, VOR gain was around 0.9 at 2.5-4.0 Hz and dropped gradually with decreasing frequency to under 0.6 at 0.025 Hz. Phase showed a small lead at the highest frequencies which declined to 0 degree as frequency decreased to 0.5-0.25 Hz, but then rose to 14 degrees by 0.025 Hz. VOR gain was independent of head velocity in the range 50-300 degrees/s at both 0.025 and 0.25 Hz. However, Phase lead rose with increasing head velocity, more so at 0.025 than at 0.25 Hz. After 2X lens adaptation, gain rose across the frequency bandwidth. However, the proportional gain enhancement was frequency dependent; it was greatest at 0.025 Hz (44%), and declined with increasing frequency to reach a minimum at 4 Hz (19%). Phase lead increased after 2X lens adaptation at lower frequencies, but decreased at higher frequencies. New velocity-dependent gain nonlinearities also developed which were not present prior to adaptation; gain declined as peak head velocity increased from 50 to 300 degrees/s at both 0.025 (23% drop) and 0.25 Hz (15% drop). This may suggest an amplitude-dependent limitation in VOR adaptive plasticity. Results indicate both frequency and amplitude dependent nonlinearities in human VOR response dynamics before and after adaptive gain recalibration.