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Ultrastructure of the epithelium of adult and juvenile Urastoma cyprinae has been studied. The epithelium of both adult and juvenile worms is cellular, ciliated and bears numerous microvilli. The cytoplasm is rich in large, numerous epitheliosomes of two types--electron-dense and with fibrillated content (fig. 1, a, [symbol: see text]; 2, a-[symbol: see text]). Besides large secrete granules small membrane-bounded vesicles were observed (fig. 2, a-[symbol: see text]). In juvenile worms the dense epitheliosomes are less abundant and the fibrillated content in the second type of granules has a different structure: the fibrils are very thin and more densely packed forming the structures of the less electron density (fig. 3, a, [symbol: see text], [symbol: see text] 1). The membrane-bounded vesicles in the epithelium of juvenile worms were not observed. All types of secrete are ejected by exocytosis (fig. 2, [symbol: see text]; 3, [symbol: see text], [symbol: see text]). The ultrastructure of the epithelium in juvenile U. cyprinae is strongly similar to that in parasitic turbellarian Kronborgia, especially to the epithelium in a male and a larva. The basal lamina consists of tree layers and forms numerous deep infoldings into the epithelium (fig. 1, a; 2, a; 3, a, [symbol: see text], [symbol: see text]). The basement membrane projects deep and numerous invaginations into the epithelium which may almost reach the apical membrane (fig. 1, a; 2, a, [symbol: see text], [symbol: see text]; 3, [symbol: see text]). Mitochondria are large and situated mainly near the projections of the basement membrane (fig. 2, [symbol: see text]-[symbol: see text]; 3, [symbol: see text]). Such ultrastructure implies an intensive process of the transmembrane transfer of the dissolved organic substances from the sea water. The same structures were found in the epithelium of Kronborgia. Uptake of organic compounds through the epithelium in the common ancestors of Urastoma and Kronborgia could be the preadaptation to the endoparasitic mode of life in Fecampiida. The differencies in ultrastructure of epithelium in U. cyprinae from the White Sea and from Mediterranean Sea (Noury-Sraïri e. a., 1990) may be explained by the differences in the method of fixation or by the parasitizing the another host--the mollusk Mytilus galloprovincialis. The ciliary receptors of five types were revealed in U. cyprinae (fig. 3, e, [symbol: see text]; 4; 5; 6). They differ in the shape and length of the ciliary rootlets and in the content of the nerve processes. All receptors lack of the real collars typical for the receptors of Neodermata. Urastoma is most close to the Neodermata amond parasitic turbellarians studied thus far, and the absence of collars in receptors of this species testifies that the collars are the veritable synapomorphy of the Neodermata. The diversity in the ultrastructure and possible functions of receptors correspond to the complicated adaptations of this species. The modern molecular data as well as the ultrastructural evidence attest that parasitic turbellarians of the genera Urastoma, Genostoma and Ichthyophaga are relatives and cannot be included in any turbellarian order known. Therefore Urastoma, Genostoma and Ichthyophaga have been erected in the separate order Urastomida ord. nov. The diagnosis of the new order is given.