The Gulf of Maine, an embayment of the New England margin, is floored by shallow, glacially scoured basins that are partly filled with late Pleistocene and Holocene silt and clay containing 0.7 to 1.0 wt percent TiO 2 , chiefly in the form of silt-size rutile. Eleven basins in the gulf are estimated to contain 479 X 10 6 metric tons of TiO 2 (to a depth of 10 m) in the U.S. exclusive economic zone and 168 X 10 6 in Canada, based on analyses of surface sediment and of cores 10 to 20 m long. The U.S. annually consumes approximately 1 X 10 6 metric tons of TiO 2 , of which 73 percent is imported. The inferred amount of fine-grained TiO 2 in the basins is large, and we interpret it to be predominantly rutile; but no attempt has been made yet to mine and beneficiate the fine-grained ore.Sedimentary rocks of Nova Scotia, New Brunswick, and northern Maine contain fine-grained rutile crystals and have been the major source of the fine-grained sediment in the Gulf of Maine basins during and after the Wisconsinan glaciation. We conclude that much of the rutile in the Gulf of Maine mud formed diagenetically in poorly cemented Carboniferous and Triassic coarse-grained sedimentary rocks of Nova Scotia and New Brunswick after the dissolution of titanium-rich detrital minerals (ilmenite, ilmenomagnetite). Another major source of rutile is the generally finer grained Paleozoic sedimentary rocks of northern Maine (and possibly northwestern New Brunswick) which contain recycled diagenetic rutile that most likely originated in sandstones. Additional Wisconsinan sources of fine-grained, diagenetic TiO 2 probably include sedimentary rocks of inferred Triassic age that underlie the Gulf of Maine.The diagenesis of rutlie in coarse sedimentary rocks (especially arkose and graywacke) followed by erosion, segregation, and deposition (and including recycling of fine-grained rutile from shales) can serve as a model for predicting and prospecting for unconsolidated deposits of fine-grained TiO 2 .Gulf of Maine mud is comparable in TiO 2 content to typical shale. A determination of whether the fine-grained TiO 2 in shales primarily occurs as detrital titanium minerals from metamorphic and igneous sources or as recycled, diagenetic titanium oxides from sedimentary sources may assist in interpreting shale provenance and environment of deposition.