The sandlance or tommy fish Limnichthyes fasciatus (Creeiidae, Perciformes) is a tiny species that lives beneath the sand with only its eyes protruding and is found throughout the Indopacific region. The retina of the sandlance possesses a deep convexiclivate fovea in the central fundus of its minute eye (1.04 mm in diameter). A Nissl-stained retinal whole mount in which the pigment epithelium had been removed by osmotic shock was used to examine the retinal topography of the ganglion cell layer. There was a foveal density of between 13.0 x 10(4) cells per mm2 (S.D. +/- 1.8 x 10(4) cells per mm2), counted in the retinal whole mount, and 15.0 x 10(4) cells per mm2, counted in transverse sections, which diminished to a peripheral density of 4.5 x 10(4) cells per mm2 (S.D. +/- 0.8 x 10(4) cells per mm2). The total population of axons within the optic nerve was assessed by electron microscopy. Optic axon densities ranged from 2 x 10(6) axons per mm2 in the caudal apex to over 16 x 10(6) axons per mm2 within a specialized region of unmyelinated axons in the rostral apex. The topography of the proportion of unmyelinated axon population (26%) follows closely that of the total population of optic nerve axons. There was a total of 104,452 axons within the optic nerve compared with 102,918 cells within the retinal ganglion cell layer. A close relationship is revealed between ganglion cell soma areas and axon areas where the organization in the optic nerve and retina may reflect some functional retinotopicity.