Placentae from patients with preeclampsia (PE) and systemic lupus erythematosus (SLE) present many alterations that may impair materno-fetal exchange. We investigated the distribution of contractile cells and fibrillin-1 in terminal villi of term placentae from patients with PE or SLE and compared to control placentae. Stroma in terminal villi exhibited intense labelling for fibrillin-1. The fibrillin-1 villi surface fraction was greater in PE and SLE placentae than in controls (13+/-0.4%, 14+/-0.5%, 10+/-0.4%; p=0.0001). Immunohistochemistry for alpha-smooth muscle (SM) actin showed few contractile cells in control terminal villi stroma, localized around fetal capillaries and showed rare processes in vasculo-syncytial membrane. PE and SLE placentae exhibited an increase in the number of capillaries presenting alpha-SM actin adventitial positive cells. The presence of alpha-SM actin processes interposed in the vasculo-syncytial membrane was greater in SLE villi than in PE and controls. Ultrastructural observations confirmed in SLE and PE terminal villi the presence of these processes in vasculo-syncytial membrane and also showed a thickened trophoblastic basement membrane. The present study demonstrates that an important myofibroelastic system is present in term terminal villi, and that this system is actively remodelled in PE and SLE placentae.