The development of intestinal mucosal capillaries was studied in Wistar rats from the fourteenth day of gestation through the second postnatal day with the transmission electron microscope. The microvessels develop first as continuous capillaries without a basal lamina and become fenestrated during later stages of gestation. In the thickened areas of the cytoplasm of endothelial cells at early stages, there is a paucity of pinocytotic vesicles; but some vesicles are observed which are larger than those in the adult. Later in gestation these larger vesicles can still be seen, but the frequency of their occurrence decreases with the maturation of the vessels. The intercellular junctions vary in length and shape, and the space between the outer leaflets of the apposed cell membranes is usually 20 nm. Surrounding the abluminal surface of the endothelium, the incipient basal lamina appears attenuated and incomplete until at least the second day of neonatal life.