The brain of lobe-finned fishes, that is,coelacanths and lungfishes, are compared with one another and with the brain of tetrapods, to whom lobe-finned fishes are closely related. The hindbrain and cerebellum in coelacanths and lungfishes are comparable to these brain areas in other bony fishes, but the roof of the midbrain, that is the optic tectum, is not as well developed as that in most ray-finned fishes. In both groups of lobe-finned fishes, however, the telencephalic hemispheres reveal unique specializations. In coelacanths, the roof, or pallium, is expanded, whereas in lungfishes, the ventrolateral wall of each hemisphere forms an extensive corpus striatum.