In order to investigate the correlation of cell lineage, gene expression, and morphogenesis of uniramous and biramous limbs we studied limb formation in the thorax and pleon of the amphipod Orchestia cavimana and the isopod Porcellio scaber. We took advantage of the fact that in amphipod and isopod crustaceans--both Malacostraca--uniramous limbs evolved independently in the thorax whereas ancestral biramous limbs are formed in the pleon (abdomen). The gene Distal-less is expressed in the early limb buds as in other arthropods. Accordingly, it is likely to be responsible for the development of the proximodistal axis of the appendages. Double staining of Distal-less and Engrailed proteins suggests that Distal-less in the pleon of the amphipod Orchestia might not be under the control of the Wingless protein. Additionally, we studied axis formation of the uniramous and biramous limbs. In both species investigated, biramous limbs originate exclusively by the subdivision of the original limb bud. Both distal elements continuously express Distal-less. There is flexibility in the suppression of the development of additional branches in the crustacean limb. In the amphipod O. cavimana, uniramous thoracopods are formed by downregulation of Distal-less in the area where, in biramous limbs, the exopodites would occur. In contrast, this region never expresses Distal-less in the uniramous thoracopods of the isopod P. scaber. Our results suggest that the gene expression pattern is independent of the cell division pattern. Gene expression domains and morphogenesis of limbs and segments, on the other hand, show a good correlation.