The subcellular structures of the epithelial cells of the guinea pig endolymphatic sac were studied. By using a newly developed scanning electron microscopy technique, the intracellular organelles could be studied three-dimensionally and the topographic relationships analyzed. The light epithelial cell has an extensive network of endoplasmic reticulum which is characteristically arranged in a baso-apical direction. The connections between the inner surface of the plasmalemma and the endoplasmic reticulum were observed, as were connections between the Golgi complex and the endoplasmic reticulum. Our findings support the hypothesis that the endoplasmic reticulum might form transcellular channels through which the cell can transport water and ions from the lumen of the endolymphatic sac out into the subepithelial tissue. The dark epithelial cells seen in particular contained the smooth type of endoplasmic reticulum. Lysosomes were also observed in the dark cells, indicating that these cells probably have more of a secretory function.