Fibroblast-like cells of the rat intestinal villi were studied by scanning and transmission electron microscopy. They were observed to be flattened and stellate in shape and had many slender processes. By means of intercellular attachments, the cells formed a network covering the microvascular tree of the villous core. Their cytoplasmic features essentially resembled those of fibroblasts. It is suggested that this three-dimensional network of fibroblast-like cells might act as a skeleton for the villi and also influence the efficiency of absorption and transportation of nutrients by its contraction.