Thioploca araucae and Thioploca chileae from the sublittoral soft bottoms of the coastal upwelling ecosystem off central Chile were examined by scanning and transmission electron microscopy. Except for filament diameter (30–43 and 12–20 μm, respectively) and slight differences in other dimensions and surface topology, the details of fine structure were essentially identical in the two species. The wall consisted of five layers, and only the inner layer was present in the septum. Multiple membrane intrusions dissected the procaryotic cytoplasmic material, which was restricted to a relatively thin layer within the wall. Sulfur inclusions and two other extracytoplasmic inclusions, as well as one kind of intracytoplasmic inclusion, were described. The central part of each cell consisted of one large vacuole, extending from septum to septum and representing a volume at least more than three times larger than the combined volume of wall and cytoplasm. The vacuole was separated from the other cell parts by a membrane. Electron-dense material was deposited between vacuole membrane and plasma membrane, between plasma membrane and wall, and inside membrane intrusions. A continuity between the vacuolar membrane and the other membranes was never encountered. The possible origin of such an extracytoplasmic membrane is discussed. Key words: benthos, electron microscopy, fine structure, Thioploca.