Ultrastructural observations were made on the tegument of juvenile and adult stages of Heterophyopsis continua using scanning electron microscopy. On the surface posterior to the ventral sucker, the tegumental processes were bandlike in the metacercariae, cobblestonelike in the flukes 2 days postinfection (PI), and velvety at 3 days PI. The anterior surface between the oral and ventral suckers of the metacercariae was packed densely with tegumental spines having a 10- to 14-pointed tip. In flukes 6 days PI, the number of points increased to 15-17. The tegumental spines immediately behind the ventral sucker on the metacercariae surface possessed 5-7 points; posteriorly the points were reduced in size and in number. Ciliate sensory papillae (type I), as single or clumped forms of 2 or 3, were abundant around the oral and ventral suckers of metacercaria and adult worms. The clumped papillae appeared bilaterally symmetrical on the dorsal and ventral surfaces. The ciliate papillae may function in tango-, rheo-, and/or chemoreception. On the lip of the ventral sucker, 6-7 aciliate domed papillae (type II) were arranged in an equidistant manner. At 2 days PI each type II papilla became a clumped form having 2 or 3 papillae. Type II papillae may function as tango- and/or pressure-receptors. The structure and distribution of papillae suggest that the ventral sucker likely functions as a holdfast organ and the oral sucker as a probing organ involved in feeding.