The photosolvolytic rearrangement of a variety of p-hydroxyphenacyl esters and related compounds 7-16 has been studied in solutions with up to 50% aqueous content, using product studies, triplet quenchers, and nanosecond laser flash photolysis. The p-hydroxyphenacyl moiety has recently been proposed as a new and efficient photoactivated protecting group in aqueous solution. Practical applications have been demonstrated, but much less is known about the mechanism of photoreaction. Our data support a novel mechanism in which the primary photochemical step from the singlet excited state is formal intramolecular proton transfer from the phenolic proton to the carbonyl oxygen of the dietal ketone, mediated by solvent water, to generate the corresponding p-quinone methide phototautomer. This reactive intermediate (most likely in its excited state) subsequently expels the carboxylic acid with concerted rearrangement to a spiroketone intermediate, which subsequently leads to the final observed product, p-hydroxyphenylacetic acid. An alternative mechanism is deprotonation of the phenolic proton, loss of the carboxylate, and rearrangement to the spiroketone, all in one concerted primary photochemical step from S-1.