Freshwater-adapted glass eels have been exposed to cadmium (5 mg/l) for 3 days and then transferred in clean water for 28 days. Perturbations occurred very early (after 2 hrs only of exposure to cadmium) and concerned mainly the respiratory epithelium: the epithelial cells were very swollen and they showed an important dilation of the endoplasmic reticulum and nuclear membrane. After the decontamination period, signs of recovery appear. Perturbations of osmoregulatory and respiratory processes are suggested.