In attempt to determine whether or not morphologic changes occur in the cholinergic basal forebrain during postnatal development. Golgi-impregnated and choline acetyltransferase-positive cells were examined in adult and postnatal day (P) 10, 14, 18, and 27 rats. Light microscopic analyses revealed progressive increases in in cross-sectional cell body area, number of primary dendrites, number of dendritic branch points, and length of the longest dendrite that peaked at P18 and thereafter decreased to smaller adult values with the exception of dendritic length which monotonically increased until adulthood. These findings suggest that extensive remodeling of cholinergic neurons in the basal complex occurs even at relatively late postnatal periods.