We have demonstrated previously the importance of histaminergic neurons in arousal mechanisms. In addition to their ascending axons, these neurons also send heavy descending inputs to the mesopontine tegmentum (MPT), which plays a key role in cortical activation during wakefulness (W). This anatomical link suggests histaminergic control of the mechanisms of the MPT relevant to behavioral states. In this study, we sought to demonstrate, at the light microscopy level, hypothalamotegmental histaminergic pathways and their topographical interaction with MPT neurons in the cat and to explore further their involvement in sleep-wake control. Using immunohistochemistry of histamine (HA), either alone or together with that of choline- acetyltransferase or tyrosine hydroxylase, a large number of very fine, short and varicose HA-positive fibers and terminal-like dots were detected in the MPT, including the laterodorsal tegmental nucleus, locus coeruleus (LC), LC alpha, and peri-LC alpha. Furthermore, these fibers and terminal-like structures were found in close proximity to a great number of cholinergic or noradrenergic neurons. We also investigated the effects of microadministration of HA agonists and antagonist into the mediodorsal pontine tegmentum on the cortical electroencephalogram (EEG) power spectra and the sleep-wake cycle in freely moving cats. Microinjection of HA or 2-thiazolylethylamine (an H1-receptor agonist) caused a long-lasting suppression of cortical slow activity and an increase in quiet wakefulness (W). Paradoxical sleep, however, was less affected. The effects of HA were attenuated by systemic or in situ pretreatment with mepyramine (an H1-receptor antagonist), which when injected alone produced an increase in slow wave sleep. Microinjection of impromidine (an H2-receptor agonist) into the same area had no effect on either the cortical EEG or W. Because MPT ascending and presumed cholinergic neurons discharge tonically during cortical activation of W and because HA causes excitation of MPT cholinergic neurons via H1 receptors, we hypothesize that the histaminergic descending afferents in the MPT would promote cortical desynchronization and W, at least partially, via activation of H1 receptors situated on cholinergic neurons and that the interactions between histaminergic and cholinergic neurons constitute an important circuit in cortical activation during W.