Particle size distributions and gas-phase particle precursors and tracer species were measured aboard an aircraft in the plumes downwind from industrial and urban sources in the vicinity of Houston, TX during the daytime in late August and early September 2000. Plumes originating from the Parish gas-fired and coal-fired power plant, petrochemical industries along the Houston ship channel, the petrochemical facilities near the Gulf coast, and the urban center of Houston were studied. Most of the particle mass flux advected downwind of Houston came from the industries and electrical utilities at the periphery of the city rather than from sources in the urban core. In SO2-rich plumes that did not contain elevated concentrations of volatile organic compounds (VOCs), particle volume increased with increasing plume oxidation (age) at a rate consistent with condensation and neutralization of the gas-phase oxidation products of SO2. In plumes that were rich in both SO2 and VOCs, observed particle growth greatly exceeded that expected from SO2 oxidation, indicating the formation of organic particulate mass. In plumes that were enhanced in VOCs but not in SO2, and in the plume of the Houston urban center, no particle volume growth with increasing plume oxidation was detected. Since substantial particle volume growth was associated only with SO2-rich plumes, these results suggest that photochemical oxidation of SO2 is the key process regulating particle mass growth in all the studied plumes in this region. However, uptake of organic matter probably contributes substantially to particle mass in petrochemical plumes rich in both SO2 and VOCs. Quantitative studies of particle formation and growth in photochemical systems containing nitrogen oxides (NOx = NO + NO2), VOCs, and SO2 are recommended to extend those previously made in NOx–VOC systems.