Toxoplasma gondii undergoing endo-enteric development in the small intestine of the cat affects the ultrastructure of the epithelial cells. The epithelial cells from infected cats have swollen rough endoplasmic reticulum and the mitochondria may be swollen with degenerate cristae. A statistically significant shortening of the microvilli of the epithelial cells was demonstrated. It appeared that the effect on the microvilli length was related to the parasite distribution within the small intestine. These changes occur in both cells with and without parasites present at the level of the sections studied. The abnormalities are quickly rectified after the disappearance of the endo-enteric forms of Toxoplasma.