A frequency count was made of all the occurrences of /: / in Daniel Jones' English Pronouncing Dictionary (EPD) and it was found that the distribution of this sound is governed by a set of rules that can be deduced from the English orthography. 2446 cases conformed to the rule hypothesised, i,e., V +r +C, and were put into five rules, whereas 194 instances did not conform to the hypothesis and were treated as exceptions or nonsequential.