The measurement of ultrasonic velocities at high pressure in minerals and rocks provides information pertinent to a variety of geophysical and engineering problems such as those of determining the state of matter in the earth's interior, understanding the propagation of seismic waves, and characterizing mechanical behavior of materials that are important in mining technology. In recent years there have been a number of reported high pressure sound velocity measurements in various kinds of limestone. (A concise review of this work can be found in a recent paper by Singh and Kennedy, 1974.) Such measurements continue to be of interest because of the relationship to shock-wave propagation properties (Grady et al, 1977). From the previous measurements it has been found that the phase transitions in calcite, which is the main constituent of limestone, strongly influence the sound velocities. The phase transitions in pure calcite occur at 14.5 kbar (calcite I-II) and 17.4 kbar (calcite II-III) (Singh and Kennedy, 1974); however, because the transitions may be shifted in pressure and spread out over a range of pressures in a rock, it is necessary to make measurements to pressures in excess of 20 kbar in order to characterize the effects of the transitions. To date there has been only one experimental study of the effect of the II-III transition on sound propagation, namely the longitudinal wave measurements in Oak Hall limestone made by Wang and Meltzer (1973). In order to further characterize the effect of the II-III transition on sound propagation in limestone, we have made measurements to 25 kbar on Solenhofen limestone. We were able to measure both longitudinal and transverse velocities over the full pressure range; thus, our measurements represent the first study of the effect of the II-III transition on shear wave propagation under conditions of hydro static pressure.