The main characteristic of sponges (Porifera) is the presence of the aquiferous system-a system formed by canals and choanocyte chambers, in which the sponges carry out most of their physiological functions. Despite of the importance for the biology of the group, the knowledge about this structure is still incipient, even when morphological investigations are taken in account.Here, we investigated the anatomy and ultrastructure of the tropical demosponge Cladocroce caelum (Haplosclerida, Demospongiae) using light and electron microscopy. In the studied region, specimens of this species were repent or repent-branched, possessing one to several oscula. A uniform and reduced atrium was found just below each osculum. There was a thin ectosome and the choanosome presented meager mesohyl, but a high number of choanocyte chambers. The choanocyte chambers were rounded, and, as in other haplosclerids, they are found separated from the mesohyl by endopinacocytes, "hanging" in the inhalant canals. Even though the utility of the general organization of the aquiferous system has been advocated as a possible tool to understand the phylogeny of the group, we found that these characters might not be as useful as expected. The size of the particles ingested by the sponge and the amount of bacteria to sustain their bodies are discussed. In addition, we found that the density of choanocyte chambers was reduced when the specimens were carrying out the spermatogenesis, indicating that the reproduction may impair the filtering activity of the sponge. Our findings consist in a first step to better comprehend the physiology, development, and adaptation to the environmental conditions where the species is found.