By means of various techniques and on the basis of a large sampling of the brush-tailed possum, Trichosurus vulpecula, a detailed description is given of the morphology of the neural elements associated with the subcommissural organ (SCO) and the leptomeninges on the dorsal surface of the midbrain. It is shown that the SCO of the possum is richly innervated, the nerves reaching the cerebral aqueduct by passing through the organ; there is, however, no evidence of a neural link between the SCO and the pineal gland. No typical axo-glandular synapses were found; however, many axo-glandular synaptoid junctions between axons and secretory cells of the SCO were demonstrable within the parenchyma of the SCO and on the aqueductal surface of the organ. The possible functional implications of the findings are: (1) The secretory activity of the SCO may be modified by nerves associated with it; this is in accord with some recently published experimental studies. (2) The nerves that innervate the SCO may also be responsible for ciliary activity on the aqueductal surface of the SCO, thus directing the apical secretory product of the SCO and debris flowing caudally in the cerebrospinal fluid into the poorly ciliated median groove where Reissner's fibre is found.