Pregnant rats were intubated with alcohol throughout gestation. Control animals received vehicle and were pair-fed. At birth, all offspring were surrogate-fostered to nontreated dams. At 11 weeks of age, alcohol-exposed animals did not perform as well in a two-way shock avoidance task. The brains of these animals also exhibited significant deficits in dendritic structure in the area of the hippocampus. These behavioral observations may be a counterpart to the learning deficits associated with fetal alcohol effects, e.g., fetal alcohol syndrome in humans and animals, and the neuroanatomical observations suggest a structural basis for these learning deficits.