A study has been made of the effects of salinity, starvation and salinity-starvation interactions on the structure of the alimentary canal of immature rainbow trout Salmo gairdneri Richardson. Intestinal and rectal cross-sectional areas and the height of the intestinal villi increased with salinity. The thickness of none of the tissue layers measured in the intestine and rectum, including the columnar epithelium and the tunica propria, was influenced by salinity. There was a significant negative correlation between salinity and mucous cell distribution density in both the intestine and rectum. In trout acclimatised to salinities of 15.0 p.p.t. (parts per thousand) and above, there was a high incidence of deep depressions in the columnar epithelium. The oesophagus and stomach were not visibly affected by salinity.There was a marked decrease in intestinal and rectal cross-sectional area and height of intestinal villi with starvation except in 32.5 p.p.t. sea water. Mean intestine epithelial cell height decreased with starvation at 325 p.p.t. A 48 day period of starvation had little effect on the posterior oesophagus and the cardiac stomach.