In order to determine the morphological consequences of the formation of a compressed retinotectal projection, the optic neuropil lamina (stratum fibrosum et griseum superficialis, SFGS) was examined in large goldfish 3 months to 4 years after ablation of the caudal half of the tectum both with crush of the optic nerve (HTX) without (HT). In semithin sections, the SFGS, as delineated with orthograde HRP labeling, shows a persistent hypertrophy of about 25% in HTX and HT groups. Comparison of ultrastructural stereological data with similar data on control and regenerated projections to intact tecta (Murray and Edwards, '82) indicated that this hypertrophy can be attributed largely to an increased number of axons and not to increases in terminal or dendritic compartments. A normal number of synaptic terminals per column through SFGS is conserved in HTX and HT groups. Planimetric analysis and observations using orthograde HRP labeling reveal no group differences in size and shape of terminal profiles. The same number of retinal ganglion cells project to a half-tectum as to an intact tectum, as indicated by estimates of ganglion cell number and of the minimum percentage of them which project to the tectum using retrograde HRP labeling. The results suggest that the regenerating and sprouting optic axons participating in the formation of a compressed retinotopic projection compete for a limited accommodation inthe SFGS and that this capacity to accept synaptic input becomes saturated at the control innervation density. The results are consistent with the formation of a smaller than normal number of terminals per optic axon, numerical estimates for which are given. If the percentage of terminals which are optic does not change, then the number of terminals per axon is reduced by about 40%.