Afferent and efferent central connections of the lingual-tonsillar branch of the glossopharyngeal nerve (LT-IX) and the superior laryngeal nerve (SLN) in the lamb were traced with horseradish peroxidase (HRP) histochemistry. After entering the brainstem, most LT-IX and SLN afferent fibers turned caudally in the solitary tract (ST). Some afferent fibers of LT-IX terminated in the medial nucleus of the solitary tract slightly caudal to their level of entry. The remaining fibers projected to the dorsolateral, ventrolateral, and interstitial areas of the nucleus of the solitary tract (NST) at the level of the area postrema. Superior laryngeal nerve afferent fibers terminated extensively in the medial and ventral NST at levels near the rostral pole of the area postrema. Further caudal, near the level of obex, SLN afferent terminations were concentrated in the region ventrolateral to the ST and in the interstitial NST. The caudal extent of LT-IX and the rostral extent of SLN terminals projected to similar levels of the NST, but only a relatively small proportion of the total projections overlapped. Lingual-tonsillar and SLN fibers also coursed rostrally to terminate in the caudal pons within and medial to the dorsomedial principal sensory trigeminal nucleus. Other labeled afferent fibers traveled caudally in the dorsal spinal trigeminal tract to terminate in the dorsal two-thirds of the spinal trigeminal nucleus at the level of obex. Large numbers of labeled cells with fibers in the LT-IX or SLN were located in the ipsilateral rostral nucleus ambiguus and surrounding reticular formation. Fewer labeled cells were observed in the inferior salivatory nucleus following HRP application to either the LT-IX or SLN. The LT-IX and SLN projections to areas of the NST associated with upper airway functions, like swallowing and respiration, suggest an important role for these two nerves in the initiation and control of airway reflexes.