47 out of 61 basalcellepithelomas (BCE) contained melanocytes, but only 16 contained melanin; melanin was found predominantly in cystic BCE. 2. In contrast to malignant melanoma the proliferative activity in the stroma of BCE is low, since proliferating lymphocytes are lacking. Leukocytes and mast cells may be numerous, and are also Dopa-positive. 3. Our findings suggest that BCE produces a partially metachromatic substance, which apparently influences the stroma. 4. A well differentiated BCE has a distinct capillary pattern like a network, related to and similar to the capillary net of the pilosebaceous unit and especially to that of the sebaceous glands. 10% of the BCEs reveal at least a partial double-layered network resembling that of the hair follicle.