Retia mirabile of the eel swimbladder were exsanguinated, perfusion-fixed and subjected to prolonged osmication. They were then microdissected by ultrasonication which delaminated the capillary bed along planes which revealed the surfaces of arterial and venous capillaries. This procedure resulted in cleaned capillary surfaces largely free of connective tissue elements and basement membrane material. The arterial capillary segments were heavily invested with pericytes characterized by plump cell bodies containing nuclei and an extensive system of processes encircling the capillary wall. These processes exhibited a hierarchical organization consisting of primary, secondary, and tertiary elements arising roughly at right angles to each other. Primary and secondary processes exhibited frequent anastomoses and resulted in cytoplasmic continuity between adjacent cell bodies. Processes were also observed to form connections between pericytes on adjacent capillaries. These observations are evidence for the existence of a pericapillary syncytium in which cell bodies may be connected in series and in parallel throughout the arterial capillary bed. This syncytial organization would provide for a coordinated and global contractile response of pericytes to vasoactive hormones and other effectors. It may also provide for synchrony of nuclear division during developmental spread of pericytes along capillary surfaces.© Willey-Liss, Inc.