Injection of the tracer substance wheat germ agglutinin-horseradish peroxidase (WGA-HRP) directly into the basilar pontine nuclei using a ventral surgical approach resulted in the labeling of somata in many areas both rostral and caudal to the basilar pons. Certain of the sections that had been reacted for HRP were also incubated in antiserum prepared against glutamic acid decarboxylase (GAD) and processed according to routine peroxidase anti-peroxidase immunocytochemical procedures. Neuronal somata exhibiting both HRP and GAD reaction products were considered to represent GABA-ergic neurons that provide axonal projections to the basilar pontine nuclei. Such double-labeled neurons were observed within the zona incerta, anterior pretectal nucleus, lateral cerebellar nucleus, perirubral area, and the pontine and medullary reticular formation.