The skin o f carp, Cyprinus carpio, was exam ined at the ultrastructural level after exposure to 1.6 juM (100 fi% I"1) of copper for different periods, up to 43 days. D uring the first 7 days, the skin surface became highly undulating and covered by a web o f glycocalyx and am orphous mucus. At this period, degenerative pavem ent cells (both apoptotic and necrotic) were com m on. D uring the whole period filament cells from the outer epiderm al layers were active in synthesizing secretory vesicles o f high electron density. M itotic activity was enhanced, and was located m ainly in the vicinity o f club cells. M ucous cells differentiated close to the skin surface, became elongated and synthesized highly electron-dense, probably serous, m ucosom es. The latter showed peroxidase activity. M any leucocytes invaded the skin, and chloride cells ap peared close to the epiderm al surface. M erkel cells were depleted o f their secretory vesicles during the first week of copper exposure, but recovered afterw ards. In the dermis, fibroblasts became m ore active in the synthesis and secretion o f collagen. The pigm ent in the melanocytes was dispersed in the first weeks, but this reversed tow ards the end o f the experiment. These changes reflect the sensitivity o f the skin o f fish to w aterborne copper. They are com parable to the effects o f stressors such as cadm ium , lead, or acid water.