The Cochetopa and Marshall Pass uranium districts are in Saguache and Gunnison Counties, south-central Colorado. Geologic mapping of both districts has shown that their structural history and geologic relationships have a bearing on the distribution and origin of their uranium deposits. In both districts, the principal uranium deposits are situated at the intersection of major faults with Tertiary erosion surfaces. These surfaces were buried by early Tertiary siliceous tuffs-- a likely source of the uranium. That uranium deposits are related to such unconformities in various parts of the world has been suggested by many other authors. The purpose of this study is to understand the geology of the two districts and to define a genetic model for uranium deposits that may be useful in the discovery and evaluation of uranium deposits in these and other similar geologic settings. The Cochetopa and Marshall Pass uranium districts produced nearly 1,200 metric tons of uranium oxide from 1956 to 1963. Several workings at the Los Ochos mine in the Cochetopa district, and the Pitch mine in the Marshall Pass district, accounted for about 97 percent of this production, but numerous other occurrences of uranium are known in the two districts. As a result of exploration of the Pitch deposit in the 1970's, a large open-pit mining operation began in 1978. Proterozoic rocks in both districts comprise metavolcanic, metasedimentary, and igneous units. Granitic rocks, predominantly quartz monzonitic in composition, occupy large areas. In the northwestern part of the Cochetopa district, metavolcanic and related metasedimentary rocks are of low grade (lower amphibolite facies). In the Marshall Pass district, layered metamorphic rocks are predominantly metasedimentary and are of higher (sillimanite subfacies) grade than the Cochetopa rocks. Paleozoic sedimentary rocks in the Marshall Pass district range from Late Cambrian to Pennsylvanian in age and are 700 m thick. The Paleozoic rocks include, from oldest to youngest, the Sawatch Quartzite, Manitou Dolomite, Harding Quartzite, Fremont Dolomite, Parting Formation and Dyer Dolomite of the Chaffee Group, Leadville Dolomite, and Belden Formation. In the Cochetopa district, Paleozoic rocks are absent. Mesozoic sedimentary rocks overlie the Precambrian rocks in the Cochetopa district and comprise the Junction Creek Sandstone, Morrison Formation, Dakota Sandstone, and Mancos Shale. In the Marshall Pass district, Mesozoic rocks are absent and were presumably removed by pre-Tertiary erosion. Tertiary volcanic rocks were deposited on an irregular surface of unconformity; they blanketed both districts but have been eroded, away from much of the area. They include silicic ash flows as well as andesitic lava flows and breccias. In the Marshall Pass district, a 20to 20D-m thickness of waterlaid tuff of early Tertiary age indicates the former presence of a lake over much of the district. In the Cochetopa district, faults have a predominantly east-west trend, and the major Los Ochos fault shows displacement during Laramide time. In the Marshall Pass district, the Chester fault is a major north-trending reverse fault along which Proterozoic rocks have been thrust westward over Paleozoic and Proterozoic rocks. Displacement on the Chester fault was almost entirely of Laramide age. Both faults and old erosion surfaces or unconformities are important in the origin of uranium deposits because of their influence on the movement and localization of ore-forming solutions. In the Cochetopa district, all the known uranium occurrences crop out within 100 m of the inferred position of the unconformity surface beneath the Tertiary volcanic rocks. Much of the district was part of the drainage of an ancestral Cochetopa Creek. The principal uranium deposit, at the Los Ochos mine, is localized along the Los Ochos fault and is near the bottom of the paleovalley where the paleovalley crosses the fault. This