The nucleus basalis magnocellularis (NBM) is the major cholinergic projection to neocortex in the rat and plays a role in the modulation of cortical activity. Lesions of the NBM decrease thickness of lamina II-III of frontal cortex and decrease soma size of lamina II-III neurons. Additionally, aging produces changes in neuron size and numbers in the basal forebrain and frontal cortex of rats. We assessed dendritic changes in neurons from lamina II-III of frontal cortex in adult, middle-aged, and aged rats three months after unilateral lesions of the NBM. While lesions did not affect dendritic morphology in young adult rats, they decreased total dendritic length in middle-aged and aged rats, with dendritic alterations most pronounced in middle-aged rats. In middle-aged rats, lesion-induced changes in basilar arbor were apparently due to decreased dendritic branching: lesions markedly decreased the number of first-, second-, and third-order branches, but did not affect higher-order branching. In aged rats, lesions resulted in a small decrease in dendritic material proximal to the soma and a pronounced decrease in dendritic material distal to the soma, apparently due to a decrease in the length of terminal branches. These results suggest that the plasticity of neocortical neurons in the basalocortical system changes with age, and that early in aging this system may be particularly vulnerable to neural damage.