Electron microscopic immunocytochemistry was employed to examine the ultrastructure of luteinizing hormone-releasing hormone (LHRH) neurons and their projections to the median eminence in the sheep brain. LHRH perikarya in the preoptic area of anestrous ewes are less innervated than nonimmunoreactive cells in the same sections, but still receive numerous synaptic inputs, primarily onto distal dendrites and small somatic protuberances. Axon terminals synapsing upon LHRH cells contain a combination of clear spherical vesicles and larger dense-core vesicles. Interestingly, LHRH cell bodies and dendrites are almost entirely surrounded by glial processes. These processes intervene between immunoreactive elements that at a light microscopic level appear to be in contact with each other. Thus no evidence was obtained at the ultrastructural level for contacts among adjacent LHRH cells or dendrites in the preoptic area. Synaptic inputs onto LHRH cell bodies and dendrites appear to penetrate this glial sheath. In contrast to the absence of contacts among LHRH cells in the preoptic area, individual LHRH terminals in the median eminence are often clustered in direct plasma membrane contact. Comparisons between animals of differing reproductive status are needed to determine whether alterations in synaptic inputs, glial ensheathment, or LHRH-LHRH appositions, may underlie seasonal changes in the activity of LHRH neurons.