The paired fins of the basic, ancestral type of free-swimming acanthopterygian teleost serve primarily in guiding the forward course of movement and in maneuvering within the water column. In various scorpaeniform fishes the paired fins have taken on a number of other functions associated with a bottom-living mode of life. Among these are: defense against predation, probing for food items, propping the forward part of the body away from the bottom, progressing over it, digging into it, and the development of a suction disc for attachment to it. The relationship between these developments and paired-fin structure is the subject of the paper.