In the present study, ten healthy mature males of both camels "Camelus dromedarius" (aged 5-7 years) and goats "Capra hircus"(aged 2-3 years) were utilized. The superior, inferior and third eyelids from both orbits were excised rapidly, after slaughter of the animals. The specimen for light microscopy were immediately fixed in 10% buffered neutral formalin and processed for paraffin technique. Sections of 6 μm thickness were obtained. They underwent H & E stain, Silver impregnation technique, Crossmon's trichrome stain, Ab and PAS techniques. Another minute (about 1 mm³) tissue pieces for transmission electron microscopy were fixed in a buffered GA/FA fixative. Then processed till ultrathin sections were cut and stained with uranyl acetate and lead citrate. Anatomically, the outer surfaces of both superior and inferior eyelids were covered with a dense coat of numerous ordinary hairs and many dispersed long individual tactile hairs. While, their palpebral margins bear many long eyelashes arranged in rows. The internal surfaces of these eyelids were covered with pale red conjunctiva. Great detectable locational and structural differences were observed in the MGs of both animals. In camels, it was an extrapalpebral well-developed flattened sheet structure. It had two attached ends; one with third eyelid fascia and the other end was embedded in medial commissure. The associated fine hairs were detected on the palpebra tertia surface. While, the goat's MGs were arranged as a single row along the entire length of both superior and inferior eyelids except at lateral and medial commissures. Its MGs were not associated with hairs. In both animals, the third eyelids were situated in the medial canthus with outer palpebral convex and inner bulbar concave surfaces. An ill-defined nictitating and prominent Harderian glands were wrapped around third eyelid's base. Histologically, the superior and inferior eyelids had two surfaces (outer thin skin and inner conjunctiva) and three margins (anterior, free and posterior). Their epithelium was changed gradually from epidermal of keratinized stratified squamous epithelium to conjunctival of stratified cuboidal epithelium with many goblet cells. The eyelid bulk was composed primarily of orbicularis oculi and bundles of dense irregular collagen fibers in both animals. The tarsal plate was prominent in goat's eyelids. In both animals, the ordinary hairs were associated with sebaceous and sweat glands. Whereas, tactile hairs were associated with sebaceous glands only. The secretory portions of sweat glands showed alcianophilia in camel. While, absence of alcianophilia were seen in goat. The camel's eyelashes were associated with Zeis glands and absence of moll glands. While, both Zeis and moll glands were found in goat. In both animals, MGs were simple branched multilobular acinar glands that was surrounded by dense collagenous C.T.. Their acini were lined with multiple layers of four differ lipid-laden meibocytes; from the base to the lumen: basal, moderately differentiated, well-differentiated and degenerated cell layers. The MG orifices of the main ducts were found in the palpebra tertia surface of the camel. While, they were located at the beginning of the posterior lid margin in goat. The most characteristic features of the conjunctiva were the crypts that lined with many goblet cells of PAS+ve and alcianophilia in camel and the multiple lymphatic follicles in goat. In both animals, the three layers of third eyelid were clearly demonstrated: thick palpebral mucosa (superficial), a core of cartilagenous plate (middle) and thin bulbar mucosa (deep). Subepithelially, abundant collagenous C.T. and definite reticular fibers were noted. The bulbar layer was manifested by aggregated lymphocytes The acini of NG were lined with cuboidal cells with homogeneous eosinophilic cytoplasm in camel and columnar cells with slightly eosinophilic foamy cytoplasm in goat. The aggregated lymphatic follicles and smooth muscles of capsule were detected in goat. The HG of compound tubuloalveolar type of a mucoproteinous character. In camel, three types of acini were detected: the eosinophilic, basophilic and mixed acini. While, only one slightly eosinophilic acini in goat. The camel's HG capsule was highly vascular and innervated with presence of smooth muscles. In both animals, the C.T. stroma of HG had a rich population of fat cells but were more marked in goat. The HG of both animals had well-developed duct system, but differed in their distribution. In camel, there were intralobular duct, islets of duct, peripheral ducts and main duct. While, intralobular, interlobular, interlobar and main ducts were reported in goat. Ultrastructurally, the MGs of both animals had four types of acinar cells: basal cells, moderately differentiated, fully-differentiated and degenerated meibocytes. The early and late stages of moderately differentiated meibocytes were noted only in the goat. Their nuclei were central flattened in basal cells (both animals), ovoid (camel), spherical (goat) in moderately differentiated meibocytes, partially indented from one side by MVs in fully-differentiated meibocytes (camel) and irregular outline with obvious indentation (both animals) then fragmented in degenerated meibocytes (both animals). The cytoplasm was manifested by free of MVs in basal cells that appeared in moderately differentiated meibocytes and increased in number and size in fully-differentiated meibocytes. Finally, MVs were fused in degenerated meibocytes. The moderately differentiated meibocytes were characterized by many electron dense mitochondria, and various forms of sER which appeared in two forms of grid lattice and parallel cisternae in both animals. In goats, the microfilaments were seen in the cytoplasm of basal cells and moderately-differentiated meibocytes. In addition to, two forms of ribosome; free polysomes in all meibocytes and attached ribosome with MVs in moderately differentiated, fully-differentiated and degenerated meibocytes. The interacinar melanocyte processes with electron dense melanin granules were remarkable characteristic feature of the camel. There are considerable differences between investigated camels and goats in the number of cell types lining the HG acini and in their highly distinctive ultrastructural features. There are five acinar cells in camels versus three acinar cells in the goats. In camels, type I acinar cells were distended with homogeneous electron-lucent secretory granules with associated ribosomes. The type II acinar cells had many electron-lucent, few electron-dense secretory granules with associated ribosomes and fused lipid vacuoles that contained electron-lucent material. The electron-lucent perinuclear region was observed. The type III acinar cells were inserted between the type II cells and never reach the lumina. Scattered mitochondria and ribosomes were seen at the rim of the cytoplasm. Numerous interdigitation were found along their lateral cell surfaces. The type IV acinar cells cytoplasm had few number of variable size electron lucent secretory granules. The type V acinar cells' cytoplasm was occupied by many electron-dense, few electron-lucent secretory granules, lipid vacuoles. The outer rim of some lipid vacuoles frequently contained an electron-dense material. While, others were free. The rER, plentiful ribosomes and Golgi-apparatus were noted. In goat, type I acinar cells cytoplasm were nearly packed with numerous electron dense secretory granules of variable sizes and their associated ribosomes. While, the type II acinar cells secretory granules had variable electron density and associated with ribosomes. The type III acinar cells cytoplasm were characterized by basal multiple pleomorphic mitochondria: round, rod and elongate-shaped with dense matrices. Their large and few apical secretory granules were high and moderate electron density. Myoepithelial cells were present around secretory acini of HG in both animals.