Mitochondria of human Leydig cells were reconstructed in three dimension utilizing the technique of electron microscopic tomography to obtain a better understanding of the topology of the internal membrane system and the relationship of these cristae to the inner boundary membrane (IBM). Cristae structure, in many respects, is consistent with previous tomographic studies from typical mitochondria, i.e., mitochondria from nonsteroid-producing cells. Cristae are diverse in form, with well-defined lamellar cristae interconnected to pleomorphic and tubular regions. Occasional fenestrations are present in the lamellar regions. Also consistent with other mitochondria studied by tomography, the openings of the cristae to the IBM (referred to as crista junctions) are roughly circular or elliptical and approximately 20 -25 nm in diameter. Morphological contact sites between the outer mitochondrial membrane and IBM are also present. Cristae membranes in these steroid-producing mitochondria are often found in close proximity to the IBM. Unique to steroid-producing mitochondria is a form of the cristae in which multiple lamellae are in very close apposition, previously defined as the lamellar association. Tomographic reconstructions of the lamellar association reveal that these well-organized membranes also open to the IBM via crista junctions. These regions of closely apposed lamellar cristae are also interconnected and display small tubular extensions from the lamellae. The current study is the first electron microscopic tomography study of mitochondria from steroid-producing cells. The results show the cristae interconnect to form an extensive internal membrane system, which is perhaps better termed the cristae compartment. This internal membrane system is notable due to the high surface area with few small openings to the IBM. Such a morphology is more analagous to the thylakoid membrane system of chloroplasts than the long-standing view of mitochondrial cristae. The significance of the lamellar association form of the cristae is unknown. Anat Rec Part A 278A: 454 -461, 2004.