This study analyzes the relationship of brain stem respiratory neuron activity to the tonic and phasic events of rapid-eye-movement (REM) sleep. Dorsal and ventral medullary respiratory neurons were recorded in sleeping cats. Discharges of inspiratory and expiratory cells increased in number and frequency with increases in pontogeniculooccipital (PGO) spiking (phasic REM activity). Across neurons the correlations between PGO wave frequency and respiratory neuron activity were positively related to the discharge levels of the neurons: the more active the cell, the greater the relationship to PGO activity. Tonic REM influences on respiratory neurons were calculated by extrapolating from the regression line relating PGO frequency and neuron activity to the hypothetical state of no PGO activity. These calculated levels, when compared to non-REM sleep levels, showed that tonic REM mechanisms reduced the activity of some neurons and activated others. Ventral medullary respiratory activity generally was decreased during tonic rem, whereas dorsal respiratory group cells were variously activated and inactivated. These results demonstrate an association of brain stem respiratory activity to nonrespiratory REM sleep variables.