The habenular nucleus of kittens was studied using the rapid Golgi and the Golgi-Kopsch silver impregnation methods. The neurons of the medial habenular nucleus (MH) were classified into two types. The type I neurons, the main constituents of the MH, had piriform cell bodies with a mean diameter of 12 mum by 18 mum and two to five primary dendrites; dendrites had many spines. The type II neurons (14 X 23 mum) were fusiform in shape and one to three primary dendrites arose from each pole of the cell bodies; dendrites had few spines. The axons of both types of neurons were traced into the fasciculus retroflexus Meynerti (FR), and intranuclear axon-collaterals arose from axons of the type I neurons. The neurons of the lateral habenular nucleus (LH) were divided into four groups. Type I, II and III neurons were projection neurons of large, medium and small size, respectively. The type I neurons (27 X 43 mum) with four to seven primary dendrites were located mainly in the rostral and ventral areas of the LH. The type II neurons (15 X 33 mum) with two to four primary dendrites, the main constituents of the LH, were distributed throughout the LH. The type III neurons (15 X 25 mum) with two primary dendrites emerging from each pole of the soma were localized to the mediocaudal areas of the LH. The vast majority of axons of these projection neurons passed ventrally or ventrocaudally to enter the FR; only a few axons of these neurons were traced into the stria medullaris thalami (SM). The type IV neurons (12 X 25 mum) were small cells with short axons, suggesting the existence of a neural circuitry intrinsic to the LH. Bundle formation and glomerular arrangement of dendrites were observed in the medium-sized LH neurons. The afferent fibers terminating within the MH coursed in the most part of the SM. These afferents were classified into medium-caliber type I and fine type II fibers; both of these fibers emitted many intranuclear collaterals. There were also observed many fibers of passage which ran between the SM and FR, or between the habenular commissure (HC) and FR. The afferent fibers to the LH were divided into three groups; afferents via the HC, ascending and descending afferents. Most of the descending afferents entered the LH through the SM; some of them traversed the LH to join the FR or HC, or to extend to the pretectal region. The vast majority of the ascending afferents entered the LH via the FR; some of them extended rostrally to enter the SM. Some fibers in the HC also terminated within the LH. In addition to these afferents, many fibers of passage were seen to run through the LH and to bridge over between the SM and FR, or between the SM and HC.