The study was undertaken to identify possible ultrastructural changes occurring in pancreatic duct cells in relation to secretin-dependent NaHCO3 secretion, Pancreatic biopsies were obtained for examination, following in situ glutaraldehyde fixation from four groups of anaesthetized, young pigs. In the resting state, pancreatic duct cell cytoplasm was found to contain multiple vesicles of approximately 0.2 micron diameter. Elevation of systemic arterial PCO2 to 11.1 (10.6-11.6) kPa increased the number of vesicles per unit volume of resting cells by approximately 250%. During secretin-dependent NaHCO3 secretion, the duct cell cytoplasm was devoid of vesicles. Following cessation of secretin-dependent NaHCO3 secretion, cytoplasmic vesicles reappeared. The observed changes in the population of cytoplasmic vesicles in pancreatic duct cells may be causally related to the exocrine secretion of NaHCO3.