We would like first to acknowledge Will Downs, to whose memory we dedicate this work. Will had a quick and creative mind and was always anxious to look at interesting fossils in ways that shed new light. Thanks to R. Ketchum of the University of Texas at Austin High Resolution CT facility for scanning services and advice. Thanks to K. Newman, D. Winkler, and D. Vineyard for assistance in many aspects of this project. C. Bell provided access to comparative specimens. We thank G. Bell for useful comments and discussion of earlier versions of this work. Thanks to O. Rieppel and M. Caldwell for thorough and constructive reviews of this paper. This project was supported by the National Geographic Society and the Institute for the Study of Earth and Man at Southern Methodist University. Finally we would like to remember Eitan Tchernov. We will miss his friendship and enthusiasm for our joint studies of the fossils of ‘Ein Yabrud.