Morphology, microtopography and numerical density of oligodendrocytes were analyzed by light microscopy in the pontine gray and middle cerebellar peduncle of adult cats. The cells were selectively stained by use of the dicyanoargentate technique (Ogawa et al. 1975) that visualizes the entire cell population including perikarya and characteristic features of processes. On the basis of different microtopographical relations to neuronal perikarya and/or transversely oriented axon bundles, six groups of oligodendrocytes were separately analyzed: interfascicular, intrafascicular, perifascicular, perineuronal satellite, perifascicular-perineuronal, and "neuropil" cells. The cell morphology did not co-vary with any of these groups, but the shape of oligodendrocytes was on an average more elongated in the peduncle than in the pontine gray. The average cell density was similar in the gray and white matter (55000-56000 cells/mm3). However, 76% of the cells were concentrated near neuronal perikarya and axon bundles in a volume fraction of only 34%. Between adjacent neurons and axon bundles the cell density was even higher suggesting an additive behavior of these two topographical groups of oligodendrocytes. Axon bundles within the pontine gray contained only very few oligodendrocytes (density 6% that of the peduncle). These observations and quantitative data suggest that the perifascicular cells belong to the group of oligodendrocytes that are topographically related to axons (similar to interfascicular glia of the white matter) rather than to neuronal perikarya or neuropil.