Abstract: In this talk, I examine the distribution of grammatical gender in French nouns. In many cases, this distribution appears entirely arbitrary, but two potential avenues for systematicity of gender assignment have been observed: (1) conceptual properties of the referent, such as biological sex; and (2) phonological features of the nominal, such as word-final phoneme strings. However, neither of these pathways provide a crash-proof way to learn, encode, or employ gender. In light of these observations, I attempt to build a generative procedure using the principles of Distributed Morphology. I first argue there are four sub-genders in French based on semantic (un)-interpretability. I then show that these features are housed on n, thus gender specification is a function of nominalization taking place in the syntactic component. I then use theories of first-phase syntax (Arad 2003) to distinguish among derivational and inflectional nominalization. I conclude by showing that, even (or, perhaps, especially) given an ideal model of the grammar, a competence model of syntactic gender specification cannot be formulated to account for the distribution of gender across root-derived (i.e. derivational) nominalization due to the non-systemticity of semantic and morphological cues in assignment. I close with possible avenues for providing a solution to this puzzle.