Abstract Two major classes of Descending Neurones (DNs) originate in fly cerebral ganglia: (1) uniquely identifiable DNs, most of which arise preorally in duetocerebral neuropil of the supraoesophageal ganglion, the brain proper (2) parallel projecting DNs (PDNs) most originating in the suboesophageal ganglion. Brain DNs receive inputs directly from sensory systems and indirectly via higher center and peptidergic interconnections of the protocerebrum. Direct inputs include primary mechanosensory afferents, first order relay neurones from the olfactory lobes and ocellar receptor cups, and higher order visual neurones that interact with retinotopic inputs from compound eyes. Uniquely identifiable DNs arising in the brain are arranged in uniquely identifiable clusters. Each cluster receives a unique combination of inputs which are shared wholly or in part by the dendritic trees of its constituent DNs. Axons arising from a cluster diverge to different targets in the thoracic ganglia. PDNs form groups of as many as 40 neurones, as determined from outgoing axon bundles. Dendrites of PDNs are thin and diffuse, and arborize amongst collaterals from through-going axons of descending neurones arising in the brain. Axon bundles of PDNs are typically organized in rather simple ladder-like patterns in thoracic ganglion. A third type of uniquely identifiable DN also arises in the suboesophageal ganglion but does not seem to be arranged in clusters.