The retinas of adult goldfish, one to four years of age, 4-23 cm in length, were examined with standard paraffin histology to determine if new cells were being added with growth. Retinal cell nuclei were counted and the area of the retina was measured. An analysis of cell densities in various regions throughout the retina showed that the cells are distributed nearly homogeneously. The density (No./mm2 of retinal surface) of ganglion cells, inner nuclear layer cells and cones decreases with growth, but the density of rods remains constant. Thus the rods account for a larger proportion of the cells in larger retinas; The total number of cells per retina increases: the ganglion cells from 60,000 to 350,000; the inner nuclear layer cells from 1,500,000 to 4,000,000; the cones from 250,000 to 1,400,000; the rods from 1,500,000 to 15,000,000. This increase in the number of retinal neurons implies the formation of even more new synapses, and suggests the adult goldfish retina as a model for both neuro- and synaptogenesis.