Retrograde double-labeling methods that used two different fluorescent dyes or a fluorescent dye in combination with wheat germ agglutinin horseradish peroxidase were used in the rat to study the collateralization of cerebellopontine fibers to the thalamus, the superior colliculus, or the inferior olive. In cases with combined basilar pontine nuclei and thalamus injections, double-labeled neurons were located in the rostral part of the lateral cerebellar nucleus as well as within the interpositus anterior and interpositus posterior nuclei. These cells are medium to large in size and multipolar-shaped. A much smaller number of double-labeled cells was observed in the combined basilar pontine nuclei and superior colliculus injections. In these cases most of the double-labeled cells were intermediate- to large-sized and either bipolar- or multipolar-shaped. Such neurons were distributed throughout the rostrocaudal extent of the lateral cerebellar nucleus, with only a few double-labeled cells located in the interpositus anterior and posterior nuclei. Finally, in the cases with combined basilar pontine nuclei and inferior olive injections, double-labeled cells were located in interpositus anterior and posterior nuclei and the medial portion of the lateral cerebellar nucleus. The double-labeled cells were relatively small in size and most were spindle-shaped. No double-labeled cells were observed in the medial cerebellar nucleus in any of the three injection combinations. Based upon the observation of double-labeled neurons in the deep cerebellar nuclei in each of the three injection combinations involving the basilar pontine nuclei, we conclude that cerebellar projections to the basilar pons arise in part as collaterals of axons that project to the thalamus, superior colliculus, or the inferior olive.