Intracellular recording and marking of horizontal cells (HCs) were carried out in isolated retinas of marine teleosts (Centropomus and Mugil sp.) to identify the cellular origins of different spectral types of S-potential. The spectral responses recorded under mesopic conditions were classified into four types: photopic L, biphasic C(R/G), biphasic C(G/R), and scotopic L(sL). Intracellular marking with Lucifer yellow (LY) or Procion yellow (PY) revealed that in the Centropomus retina an L-type response was recorded from H1 and H2 cells, C(R/G)-type from H3 cells, and sL-type from H4 cells. However, in 20% of microelectrode penetrations from the photoreceptor surface, the sequential order of response appearances was found to be L-, sL-, and C(R/G)-types. In this species, thick dendritic processes of H3 and H4 cells are distributed at the same level as the cell body. In the Mugil retina, on the other hand, L-type response was recorded from H1 cells, C(G/R)-type from H2 cells, C(R/G)-type from H3 cells, and sL-type from H4 cells, this sequential arrangement being very regular. In both species, the cone-connected H1 cells are small and possess an axon, while the two other cone HCs as well as rod-connected H4 cells are axonless. Earlier (Negishi et al., 1988) and present findings indicate that there is a wide variety of HC morphology and functional organization in the teleost retina.