Progesterone facilitates and 5alpha-dihydrotestosterone (DHT) inhibits female sexual behaviour in rodents; their metab<em>ol</em>ites, 5alpha-pregnan-3alpha-<em>ol</em>-20-one (3alpha,5alpha-THP) and 5alpha-androstane-3alpha-17beta-Di<em>ol</em> (3alpha-Di<em>ol</em>), may influence the onset and termination of lordosis. Changes in these and related steroids in hormonal states associated with differences in receptivity were investigated. Rats were assigned to oestrus, metoestrus, dioestrus, pro-oestrus, mated, gestational days 5-7, 12-14, 18-20, or post-partum conditions; rats 9+ months of age were considered <em>ol</em>der. Pro-oestrus rats were exposed to the mating arena, sight and smell of a male with no tactile contact, artificial vaginocervical stimulation, standard mating, or no mating. Progesterone, 5alpha-pregnane-3,20-dione, 3alpha,5alpha-THP, oestradi<em>ol</em>, testosterone, DHT, 3alpha-Di<em>ol</em>, dehydroepiandrosterone, and corticosterone were measured in plasma and wh<em>ol</em>e brain, midbrain, hypothalamus, cortex, amygdala, hippocampus. 3alpha,5alpha-THP and 3alpha-Di<em>ol</em> changed with reproductive state and mating stimuli. Plasma and wh<em>ol</em>e brain 3alpha,5alpha-THP and 3alpha-Di<em>ol</em> were significantly increased in pro-oestrus versus dioestrus rats; plasma 3alpha,5alpha-THP was decreased and 3alpha-Di<em>ol</em> increased in mated versus pro-oestrus rats. The midbrain and hypothalamus had the most evident changes in 3alpha,5alpha-THP and 3alpha-Di<em>ol</em> between dioestrus versus pro-oestrus and pro-oestrus versus mated rats. 3alpha,5alpha-THP and 3alpha-Di<em>ol</em> were altered differently in response to mating stimuli. 3alpha,5alpha-THP was greater in the midbrain of mated versus pro-oestrus rats; other mating-relevant stimuli decreased 3alpha,5alpha-THP. Midbrain 3alpha-Di<em>ol</em> was increased with exposure to a male <VCS< mating. 3alpha,5alpha-THP was increased and 3alpha-Di<em>ol</em> was decreased in the hypothalamus of mated versus pro-oestrus rats; exposure to the various mating stimuli decreased 3alpha,5alpha-THP and 3alpha-Di<em>ol</em>. The neurosteroids, 3alpha,5alpha-THP and 3alpha-Di<em>ol</em>, vary with mating in the hypothalamus and midbrain of rats.