The paddlefish (Polyodon spathula) is one of the most primitive and unique freshwater fishes of North America. It is adapted as a plankton filter-feeder. The wide mouth and greatly expansible pharyngeal cavity allows it to process a large quantity of water. Numerous setiform gillrakers, which operate against the flattened surfaces of the gill arches and opercula, are capable of filtering out small food particles. The abundance of taste buds and mucus secreting cells in the buccal cavity and pharynx probably aids in selecting and entangling the food. The first segment of the stomach is provided with peculiar, large longitudinal rods of fat which may help in selecting food from water by causing occlusion of the small lumen when the striated fibers of the muscularis contract. Teeth, unnecessary for microphagous fishes, are absent in adults. The digestive tube is one of the most complex present in fishes. It has two distinct divisions of the stomach and four distinct divisions of the intestine besides possessing a large caecum. Ciliated epithelial cells occur in many parts of the gut and may be an aid in moving or processing the small items of food. Besides the presence of cilia, other primitive features of the digestive tract include the lack of distinction between the esophagus and stomach, the presence of a spiral valve, and the presence of some of the diffuse pancreatic tissue within the wall of the gut. The numerous Peyer's patches in the wall of much of the intestine may be an immunological response to the heavy parasitic infestation.