The uptake capabilities of the cell have evolved to permit growth at very low external nutrient concentrations. How are these capabilities controlled when the substrate concentrations are not extremely low and the uptake systems could import substrate much more rapidly than the metabolic capabilities of the cell might be able to handle? To answer this question, earlier theories for the kinetics of uptake through the cell envelope and steady-state systems of metabolic enzymes are discussed and a computer simulation is presented. The problems to the cell of fluctuating levels of nutrient and too much substrate during continuous culture are discussed. Too much substrate can lead to oligotrophy, substrate-accelerated death, entry into the viable but not culturable state, and lactose killing. The relationship between uptake and growth is considered. Finally, too little substrate may lead to catastrophic attempts at mounting molecular syntheses that cannot be completed.