Specimens from four cases of sclerema neonatorum were studied by light and electron microscopy. The connective tissue bands of the cutis and subcutis were thickened and alternated with loosely distributed bands in broad, distended areas of basal substance. Extensive areas areas filled with cross-banded structures were observed in the dermis. In the interlobular septa of the subcutaneous and perirenal fat splitting of fibers into microfibrils was visible. Changes in the capillaries and small blood vessels were also noted. Neither fat cells filled with rosettes of needle-like crystals, nor any inflammatory infiltrates of foreign body type giant cells were found in subcutaneous tissue.