Within the CNS, pro-opiomelanocortin (POMC) neurons are found in the hypothalamus and the nucleus of the solitary tract (NTS). The role of NTS POMC neurons is not clear but we presented evidence to the Society, that optogenetic activation produces potent bradycardia and respiratory depression that is blocked by an opioid antagonist. This suggests they may release β-endorphin (Cerritelli et al, 2013). We also showed that POMC neurons project to vagal preganglionic neurons in the nucleus ambiguus (NA). Here we have extended this analysis to characterise other targets of NTS POMC neurons using vector-mediated expression of fluorescently tagged synaptophysin, a vesicular membrane protein. Mice expressing Cre-recombinase in POMC neurons (Balthasar, 2004) were anaesthetised (ketamine 70mg.kg-1/medetomidine 0.45mg.kg-1 i.p.) for recovery stereotaxic injections of AAV-Syn-DIO-synaptophysin-mCherry, made bilaterally to the NTS (n=3). Three weeks later, mice were killed and fixed with 4% formaldehyde for histological examination. Double immunohistochemistry for mCherry with either cholinacetyltransferase or neurokinin-1 receptors was performed to identify putative synapses of NTS POMC neurons and their potential post-synaptic targets. This was visualised with conventional and confocal fluorescence microscopy. Conventional microscopy images were used to count the numbers of synaptophysin-mCherry puncta representing putative POMC synapses in each section, for at least 8 sections. Synapses were counted within a 50×50μm ROI. A Kruskal Wallis test with Dunn’s post test was carried out, whereby regions showing labelling were compared with a control area; the cuneate nucleus. The viral vector labelled a discrete cluster of neurons in the NTS that co-expressed GFP indicating that the labelling was in POMC neurons. We found that these NTS POMC neurons project specifically to several brainstem regions, involved in cardiovascular control, respiration, pain modulation and swallowing. The pattern of labelling was consistent across all mice. There was a high number of terminations per section in the hypoglossal nucleus (25±5, p<0.001), NA (21±4, p<0.001), rostroventral respiratory group (19±0.14, p<0.01) and dorsal motor nucleus of vagus (15±2, p<0.01). The terminations were closely apposed to cholinergic neurons in the NA, dorsal motor nucleus of vagus and hypoglossal nucleus, and with neurokinin-1 receptor expressing cells in the NA and ventral respiratory group. Terminations were also observed in the raphe obscurus, periaqueductal gray and parabrachial nucleus. Our results indicate that NTS POMC neurons project to multiple downstream cardiorespiratory centres and this connectivity could account for their potent and diverse functional influences upon autonomic homeostasis.