An 88-year-old man presented with 13 apocrine cystadenomas of both lower eyelids of at least 10 years' duration. The cysts were remarkable for possessing a superior dome of either creamy or yellowish material (probably reflecting the lipid-rich decapitation secretion), surmounting a clearer fluid inferiorly, as well as for being restricted to the eyelid margins where the glands of Moll are located. Light microscopy disclosed a double-layered cuboidal cellular lining, which focally became more plump or hobnailed, exhibited apical decapitation secretion, and was occasionally thrown into papillary folds. Electron microscopy demonstrated cellular debris and segments of interrupted plasmalemmas within the cystic cavity, intercellular widenings constituting canaliculi, cytoplasmic election-dense secretory granules, flocculent mucous vacuoles, and swirls of smooth-surfaced endoplasmic reticulum. Basal cells were focally interspersed between the secretory cells and the basement membrane, and occasionally manifested spotty myofilamentary differentiation. These findings are supportive of an origin of the lesions from the secretory rather than the ductal portion of the glands of Moll. They corroborate conclusions drawn from dermatologic investigations that the cysts are an essentially proliferative process as opposed to the result of passive ductal dilatation.