Vbstract. The ultrastructure of club cells and n eig h b o u r l y filament cells and leucocytes in the epiderm is of carp, vas studied under norm al conditions and after exposure o several stressors: acid water, heavy metals, organic nanure, brackish w ater and w ounding. The effects of the stressors were rem arkably similar. T he club cells in creased in size and contained m ore endoplasm ic reticuum and Golgi areas. In both control and stressed fish, most m itotic figures of the filament cells were found ad ja cent to club cells, as was d em o n strated after colchicine injection. W hereas in the controls apoptosis of filament cells was scarce and limited to the upper layer of the epithelium , in the stressed fish it was com m only seen in close proxim ity to the club cells but not in other mid-epiderm al parts of the epithelium. This indicates th at club cells influence the cellular kinetics of the filament cells. U nder stress conditions leucocytes infiltrated the epider mis. Som e were seen inside club cells. A pparently these leucocytes were taken up in phagosom es and su b seq u en t ly they show ed signs of necrotic degeneration. Leucocyte incorporation and degeneration in club cells were not observed in control fish. C ontrol of the cellular turnover of filament cells and the elim ination of leucocytes m ay represent new functions for club cells, which have m ainly been associated with the production of pherom ones.