The ventral tegmental area of Tsai (VTA) and interfascicular nucleus of the adult rat brain has been studied with two variants of the Golgi method in three planes of section. Neurons were studied in relation to the cytoarchitectural groupings of the VTA. Dendritic organisation and dendritic fields were mapped out for each cytoarchitectural subgroup and cell types within each subgroup were classified on the basis of cell size and dendritic morphology. In each subnucleus of VTA, neurons had distinct characteristics. In nucleus paranigralis neurons were small to medium in size and their dendritic fields organised in an approximately horizontal plane orientated in an anteromedial direction and slanting dorsally over the interpeduncular nucleus and fossa. Neurons of the parabrachial group were small to medium sized with no preferential orientation. In nucleus linearis raphe caudalis small neurons were strongly orientated in the plane of the nucleus in a dorso-ventral direction slanting forwards. Neurons in the interfascicular group were small to very small and their maximum dendritic extents were seen in the horizontal plane. In frontal section they formed a compact ball of cells in the midline and were separated on either side from the larger neurons in the medial edge of nucleus paranigralis. In general VTA neurons tended to fall into one of two morphological categories. Type 1 were small to medium, and had two to four primary dendrites which divided into varicose secondary dendrites. Type 2 were medium sized, with two to five primary dendrites. Both primary and secondary dendrites and the cell soma of Type 2 neurons were moderately spiny. Secondary dendrites were not varicose. Forms also occurred which were intermediate between Types 1 and 2. In the nucleus paranigralis, Type 1 was more common medially, while Type 2 was more common laterally, particularly in the ventrolateral paranigral region. Only neurons of Type 1 were seen in nucleus linearis raphe and interfascicular nuclei. Local axon circuits were observed to arise from the primary dendrites of Type 1 neurons and to ramify close to neighbouring neurons. Axon swellings from such circuits were observed to make apparent contact with primary dendrites of nearby neurons and clusters of axon swellings were observed near cell somas of neighbouring impregnated neurons of similar type. The results are discussed and particular attention is paid to the similarities and differences between VTA and the substantia nigra pars compacts (SNC). The major difference appears to be that, whereas in SNC dendrites are organised in vertical as well as horizontal planes, in the VTA no long ventrally directed dendrites were observed. Combining these results with known cytoarchitecture and connections of VTA and SNC, it appears that fundamental differences occur between VTA and some neurons of the SNC, both in the nature of their morphology and intrinsic organisation, and in the organisation of their efferent and afferent connections.