(1) Food habits of elephant and giraffe were recorded in short sample periods over several years using the feeding minutes technique. (2) Twelve species of common plants were collected on these occasions, separated into their main parts and analysed chemically. (3) Damage to trees was also recorded at intervals. (4) Fifty-nine species of plant were eaten by elephant. During wet months their diet was predominantly grass but during dry months woody vegetation became more important. Giraffe were observed eating from thirty-nine species of plant which were almost entirely browse throughout the year. At least eighteen of these species were also eaten by elephant. (5) Three of the browse species most important to giraffe were also important to elephant in dry seasons. In the driest month the species eaten by giraffe formed more than two-thirds of the observed diet of elephants. (6) Chemical analyses of plants show that browse leaves had a higher level of protein, fat and minerals than most other plants. (7) The trunk of an elephant and the tongue of a giraffe are highly sensitive organs which permit food selection. Elephant in particular appeared to alter their food habits seasonally and it is suggested that this may be an attempt to obtain a balanced intake of nutrients. (8) Due to the effect of elephant and other agencies there is an accelerating decline in Acacia gerrardii woodlands. Browsing and fire are independently preventing their regeneration. (9) The extensive overlap of food requirements on preferred but diminishing browse resources implies potential if not already existing competition between elephant and giraffe. (See Part III.)