The transformation of smectite to illite has been cited by many authors as a source of silica during diagenesis of mudrocks. Illites themselves, however, undergo chemical changes as they recrystallize into micas during high-grade diagenesis/low-grade metamorphism. Average compositions of phyllosilicates from the literature suggest that an equivalent amount of silica is available from transformation of illite to muscovite as from illitization of smectites. The fate of silica released by this process has not been reported, but could be a major contributor to the silt-size quartz population. The quartz and feldspar fraction of pelites from the Stanley Shale (Mississippian) in the Ouachita Mountains of Oklahoma and Arkansas was separated using sodium bisulfate fusions. The mineralogy and the grainsize distribution of this fraction were determined using standard petrographic and X-ray diffraction (XRD) techniques. Bulk rock samples were analyzed using X-ray fluorescence (XRF) and instrumental neutron activation analysis (INAA) methods. The data obtained were related to illite crystallinity and vitrinite reflectance as reported by Guthrie et al. (1986) and Houseknecht and Matthews (1985). Both the percentage of quartz and the mean grain size of the quartz and feldspar fraction increase with greater illite crystallinity values. The growth in quartz is especially apparent in the finest size fractions. A corresponding decrease in the silica content of the clay-mineral fraction is also observed. Development of quartz polycrystallinity occurs across the same interval. Whole-rock chemical abundances show no statistical correlation with thermal maturity. Relative to titanium, both the major-element and the trace-element concentrations show little variation. Rare-earth element ratios do not correlate with thermal maturity and remain essentially constant. Our results are consistent with reported differences between quartz in schists and their shale precursors, and suggest that release of silica during diagenesis of phyllosilicates continues after the smectite-illite transformation. This silica precipitates as quartz within the pelite, consistent with the suggestion by Blatt (1987) that metapelites are the source of abundant silt-size quartz. The lack of whole-rock chemical variation with thermal maturity implies closed-system behavior across much of the pelite-to-metapelite transition.