Contralateral cerebellectomy can induce hypertrophy of olivary neurons in cat. In the present study we examined the ultrastructure of the cat hypertrophic inferior olive following GABA-, dopamine- and serotonin-immunocytochemistry, anterograde tracing from the mesodiencephalic junction, and intracellular labeling with HRP. Compared to normal olivary neurons the hypertrophic cells showed larger cell bodies, more and longer somatic spines which were linked by gap junctions, and longer distal dendrites with relatively few spines. The hypertrophic olivary neurons received less GABAergic boutons on their dendrites but an equal percentage was apposed to their somata as compared to normal cells. Relatively many mesodiencephalic terminals, a similar serotoninergic, and a slightly increased dopaminergic input were found. The axon of one intracellularly labeled hypertrophic cell gave off recurrent collaterals bearing varicosities filled with vesicles. These results indicated that 1) hypertrophic olivary cells are affected by trophic factors not only at the cell body but also at the level of the somatic spines, dendrites, and axon, 2) the ratio of excitatory to inhibitory terminals is increased in the hypertrophic neuropil, whereas the monoaminergic input remains stationary, and 3) the electronic coupling between hypertrophic olivary neurons has shifted from a dendritic to a more somatic location due to a relatively high number of gap junctions between the somatic spines.