Two groups of proprioceptors were found on the gills of the sea raven and Atlantic salmon. Receptors associated with the gill filaments respond to filament displacement and receptors located in the region of the gill rakers respond to displacement of the rakers. Branchial divisions of cranial nerves IX and X innervating the different gills contain both classes of receptor fibers. The size and properties of the receptive fields are described and possible physiological functions for the receptors are proposed.