Ore bodies in the Mayflower mine, Park City district, Utah, are localized along a normal fault zone which cuts Mississippian sedimentary and Tertiary intrusive rocks. Fissure filling and replacement Pb-Zn-Cu-Ag-Au mineralization occurs in both sedimentary and intrusive host rocks over a known vertical distance of 3,000 feet. The paragenesis of three major recognized veins in the mine is nearly the same, consisting of early quartz, anhydrite, hematite, and pyrite + or - chalcopyrite, followed by sphalerite and galena, grading into pyrite + chalcopyrite + hematite, in turn followed by quartz + carbonate and minor anhydrite, followed by sphalerite and chalcopyrite. Deep, early veins outside of the Mayflower ore zone are characterized by quartz, K-feldspar, biotite, pyrite, and anhydrite, and some also contain magnetite, amphibole or chalcopyrite; these veins contain halite-bearing and gas-rich inclusions which are not known from the ore zone. The deep, early fluids had 34 to 44% salinity, homogenization temperatures of 315 degrees to 430 degrees C, and at times were boiling. Fluid inclusions in samples from the three ore-bearing veins, which contain only simple two-phase inclusions with consistent phase proportions, indicate a marked change in the fluids prior to ore deposition. Homogenization temperatures range from 220 degrees to 300 degrees C, and probably require a pressure correction of approximately + 10 degrees C. Freezing tests indicate salinities in the range 0.3 to 11 wt %NaCl equivalent; no CO 2 -bearing phases were detected at reduced temperatures. Near-surface veins, presumably contemporaneous with the Mayflower ore zone, show evidence for boiling and suggest that there was approximately 90 bars pressure at the present Mayflower vein outcrop. The distribution of fluid densities, temperatures, boiling, and key minerals in time and space indicates a dramatic change from very hot dense post-magmatic fluids to cooler, relatively low salinity fluids at the onset of economic basemetal deposition, probably concurrent with normal faulting. The changes in the physical properties of the hydrothermal fluids are believed to reflect the structural and magmatic evolution of the area.