A morphometric study of prolactin cell ultrastructure in the pituitary gland of the Corkwing wrasse, Crenilabrus melops L., showed that cytoplasmic vacuoles, which accounted for 25% of the cell volume, were associated with signs of decreased secretory activity. The Golgi apparatus, mitochondria and rough endoplasmic reticulum, all contributed relatively little to the total cell volume, and there was no sign of secretory-granule release by exocytosis. All vacuoles were intracellular and membrane-bound, and probably derived from rough endoplasmic reticulum, Golgi apparatus and the nuclear envelope. It is thought that smaller vacuoles coalesce to form larger ones. The secretory granules were small and sparse, and this could account for the chromophobia of prolactin cells in light-microscopy preparations. Similar vacuoles were reported in the prolactin cells of the gobiid fish, Chaparrudo flavescens, Pomatoschistus pictus, Pomatoschistus minutus and Pomatoschistus microps. The vacuoles in Chuparrudo were of similar ultrastructure to those in Crenilabrus.