Mitosis in rat conjunctival epithelium is restricted to the basal cell layer. Although spindle orientation has been described in the basal layer of stratified epithelia, this orientation is usually with respect to the basement membrane. Flat mounts of the perilimbal conjunctival epithelium reveal that a majority of dividing cells are oriented with respect to the limbus (corneal-conjunctival margin). An increase in the percentage of cells which show the preferred alignment at each progressive stage of mitosis suggests that a reorientation of the spindle axis occurs during cell division.