Layers of cells limiting the deep face of the dermis and lining the scale pockets can be described as endothelial, using the term in the broad sense. A dermal endothelium has been found in lampreys and in teleosts of diverse form and habits; it consists of a single layer of modified fibrocytes joined by desmosomal and other junctions and having hemidesmosomes and numerous caveolae intracellulares. A fibrous zone interpreted as elastic tissue intervenes between the dermal endothelium and the collagen of the stratum compactum. The scale pocket lining consists of cells with caveolae, desmosomes, hemidesmosomes and usually with basement membrane. The lining may be one or two cells thick and may occur on both aspects of the scale pocket or only on the deeper side, depending on the species. The fine structure of these endothelial layers is compared with that of the vascular and lymphatic endothelia, the scale-forming cells, the perineurium and the peritoneal lining.