The present study examines and compares the structure of the testis and its excurrent ducts in a caenolestid and four didelphid marsupials. Of particular interest was the site of sperm pairing in the epididymis and whether this feature, shared by both American marsupial families but not by any Australian marsupial, was associated with changes in the morphology of the duct. In contrast to the testes of most Australian marsupials, except the peramelids (bandicoots), the intertubular space in the American marsupials was filled by Leydig cells (around 20% of testis volume). The opossum testes were unusual compared with those of eutherian mammals in that histological sections of individual seminiferous tubules contained only a single cellular association irrespective of the length of the tubule sectioned. The rete testis, as in the Australian dasyurids (devil, quoll, etc.), was a simple branching duct system that arose deep within the testis and emerged as a single duct at the testicular hilus. This arrangement is completely different from that in Kangaroos and Australian possums, indicating a diversity of rete form in the marsupials similar to that seen in eutherian mammals. The rete emptied into a single, essentially straight, efferent duct that became convoluted towards the epididymis, where it formed a distinct structure adjacent to the caput epididymidis. The efferent ducts were highly variable in diameter and epithelial height, suggesting that the duct was not of uniform character along its length, or that the initial single duct had divided to form ducts of different characters. Sperm pairs were first seen in the proximal cauda epididymis, and their appearance was correlated with changes in the character of the duct and its epithelium. The distal ductus deferens of Caenolestes, in contrast to those of the didelphids and indeed all other marsupials, was a convoluted ampulla-like structure adjacent to the prostate gland. In the other marsupials the only accessory sex glands are a segmented prostate and bulbourethral glands.