1. Ganglion cells in the retina of the cat were stained by intracellular dye injection after recording their responses to photic stimulation. 2. All cells encountered were divided into those giving on-responses and those producing off-responses, and the level of dendritic branching of these two groups was compared. Cells giving off-responses were found to branch high in the inner plexiform layer (IPL), near the amacrine cell bodies (sublamina a); those giving on-responses were found to branch lower in the inner plexiform layer (sublamina b). 3. Dye-injected cells varied widely in morphology and size, having cell bodies ranging in diameter from 8 to 32 micrometer and dendritic fields ranging from 25 to 490 micrometer in diameter; yet the sign of the response of each unit correlated only with the level of dendritic branching. Thus, no other morphological feature except stratification appears to be important in determining the sign of the response of these cells. 4. The stratification of ganglion cells into on- and off-layers parallels the distribution of the axon terminals of the flat and invaginating cone bipolars. Flat cone bipolars are in a position to contact off-center ganglion cells (in sublamina a) and invaginating cone bipolars are in a position to contact on-center ganglion cells (in sublamina b). 5. The rod and cone inputs to some cells were characterized by comparing their responses to deep red and blue rod-matched stimuli over a 2-log unit range starting at dark-adapted threshold. About half the cells appeared to be rod dominated under these conditions, whereas the others appeared to have mixed rod and cone signals. 6. The nature of the rod and cone pathways to ganglion cells is discussed.