This study consists of a detailed analysis of neurons in the midbrain periaqueductal gray of the rat utilizing four variants of the Golgi technique. Neurons were classified into three major categories based on soma shape, number of primary dendrites, number of dendritic bifurcations, interspinous distance, axonal origin, and axon trajectory. Neurons in each category were further subdivided into large and small varieties based predominantly on soma size and dendritic patterns. Both quantitative and qualitative data concerning each neuronal type is provided as well as data relating to its relative distribution among the four periaqueductal gray subdivisions. The small bipolar neuron, characterized by its small size and spindle-shaped soma, was the most prominent cell type observed, composing 37% of the impregnated neurons in our material. This cell type was most numerous in the medial subdivision and least prominent in the dorsolateral subdivision. The small triangular neuron composed 23% of the neuronal population and was relatively evenly distributed through the periaqueductal gray. The remaining four cell types include the large and small multipolar neurons, the large fusiform neurons, and the large triangular neurons. Axons originated from either the perikaryon or a proximal dendrite, with a dendritic origin being most common for large and small triangular neurons and large fusiform neurons. The trajectory of axons in single thick coronal sections originating from periaqueductal gray neurons is typically away from the mesencephalic aqueduct. The exact trajectory is dependent on the location of the neuron. Axons arising from cells in the dorsal subdivision usually project in a dorsal or dorsolateral direction while axons of ventrolateral neurons may project dorsally, laterally, or ventrally. In sum, these data indicate a complex level of internal organization of the periaqueductal gray. The results are discussed in terms of previous immunohistochemical studies of neurons in this region.