An analysis of the cells and their processes within the island of Calleja complexes (ICC) was made in light and electron microscopic preparations to determine synaptic relationships within this part of the basal forebrain. The light microscopic preparations showed that the ICC contained two cell types, granule cells and large cells. In electron microscopic preparations, the somata of granule cells were grouped together and were directly apposed to other somata of granule cells. Specialized junctions (4-6 nm wide) that occurred at sites of somal apposition suggested ephaptic coupling of granule cells. The granule cell somata had nuclei that contained clumps of heterochromatin adjacent to smooth nuclear envelopes. The perikaryal cytoplasm of these cells consisted of a relatively thin rim containing few organelles. Spinous dendrites of small diameter were occasionally found in continuity with these cells. Axon terminals rarely formed synapses with the somata of granule cells, but were more frequently found to synapse on their dendrites and dendritic spines. These features for granule cells are similar to those for medium-sized spiny neurons in the neostriatum. The somata of the large cells were found either within the core or along the dorsal margin of the ICC. The large cells had infolded nuclei and an abundant perikaryal cytoplasm that contained many organelles. Large diameter dendrites that tapered down to smaller diameters emanated in many directions from these somata. Axon terminals covered nearly the entire surface of these somata and dendrites where they commonly formed symmetric synaptic junctions. These characteristics of large cells indicate a resemblance to the large cells in the globus pallidus and ventral pallidum. Therefore, the ICC have ultrastructural features found in both the neostriatum and globus pallidus.