The larval trunk morphology including chaetotaxy, locomotory structures, and trunk musculature of Heterobathmia pseuderiocrania, Eriocrania cicatricella, and Acanthopteroctetes unifascia is described using conventional light, polarization, and scanning electron microscopy. The ground plan morphology of the lepidopteran larva and neolepidopteran caterpillar is discussed in light of the life history succession from free soil dwelling organism to endophagous and finally to a primarily free living, angiosperm associated organism. I suggest that the larval morphology is argued to be strongly influenced by the shift in number of surfaces present in the larval environment. Especially the environment of the endophagous species, where the upper surface of the leaf mine is linked to the presence of dorsal locomotory structures such as the retractable calli and dorsal friction patches is proposed to have had a significant impact on the morphology and locomotory mechnism of the lepidopteran caterpillar. The chaetotaxy of the lepidopteran ground plan is found to be simple, consisting only of primary and secondary tactile setae and segmental proprioceptors. The presumption of Gerasimov ( Zool Anz 112:177–194) that MXD1 of the prothorax is a shifted mesothoracic MD setae is supported. I suggest that the serial arrangement of the proprioceptors MD1, present on all trunk segments except the prothorax, and a trisetous MV group on all the thoracic segments is part of the lepidopteran larval ground plan. The absence of apodeme structures associated with trunk musculature in the nonglossatans suggests that this is an autapomorphic character of the Lepidoptera and it is further found to have been influential in the evolution of the typical caterpillar trunk. The attachments of the thoracic muscles directly to the trunk integument, suggest that the apodemal structures ancestral to the Amphiesmenoptera have been reduced in the Lepidoptera. Within the non-Neolepidoptera, the lifehistory shift may have resulted in reduction of the dorsal locomotory structures, such as calli. The abdominal musculature and structural similarities further suggest that the ventral calli are structural predecessors to the crotchet bearing proleg of the “typical caterpillar.” J. Morphol. 274:1239–1262, 2013. © 2013 Wiley Periodicals, Inc.