The bulbus arteriosus of teleost fish acts as an elastic reservoir that dilates during ventricular systole to store a large part of the cardiac stroke volume. Despite its functional importance, the knowledge of the structure of the bulbus wall is still fragmentary. We have undertaken a series of studies in order to establish a general morphological plan of the teleost bulbus. The bulbus arteriosus of the European eel is studied here by means of conventional light, and transmission and scanning electron microscopy. The inner surface of the bulbus wall is irregular due to the presence of branching ridges that flatten and disappear toward the ventral aorta. The ridge surface is covered by flattened endocardial cells that show moderately dense bodies. In the ridge tissue, cells near the endocardium are mostly undifferentiated and appear isolated in a loose filamentous matrix. Ridge cells progressively cluster toward the middle layer, become surrounded by a dense matrix, and adopt characteristics typical of smooth muscle cells. This suggests the existence of a differentiation gradient. The middle layer is formed by typical smooth muscle cells embedded in a meshwork matrix that contains thin and thick filaments. Stretching of this meshwork suggests an active role of smooth muscle cells in bulbus wall dynamics. Furthermore, large areas of the extracellular space are occupied by elastin-like material. The amount of this material decreases toward the external layer. Collagen is demonstrated across the entire thickness of the bulbus wall, its amount and organization increasing from the inner toward the outer bulbus surface. The existence of matrix gradients should progressively increase wall strength, maintaining bulbus dilation within safe physiological parameters. The epicardium is formed by flattened cells that contain numerous pinocytotic vesicles, suggesting an active interchange of solutes with the pericardial cavity.