1. It has been proposed that the upper airway is more compliant during rapid eye movement (REM) sleep than during non-rapid eye movement (NREM) sleep. The purpose of this study was to test this hypothesis in a group of subjects without sleep-disordered breathing. 2. On the first night, the effect of sleep stage on the relationship of retropalatal cross-sectional area (CSA; visualized with a fibre-optic scope) to pharyngeal pressure (PPH) measured at the soft palate during eupnoeic breathing was studied. Breaths during REM sleep were divided into phasic (associated with eye movements) and tonic (not associated with eye movements). There was a significant decrease in pharyngeal CSA during NREM sleep compared with wakefulness. There was no further decrease observed during either tonic or phasic REM sleep. Pharyngeal compliance, defined as the slope of the regression CSA versus PPH, was significantly increased during NREM sleep compared with wakefulness and REM sleep, with the compliance during both tonic and phasic REM sleep being similar to that observed in wakefulness. 3. On the second night, the effect of sleep stage on pressure-flow relationships of the upper airway was investigated. There was a trend towards the upper airway resistance being highest in NREM sleep compared with wakefulness and REM sleep. 4. We conclude that the upper airway is stiffer and less compliant during REM sleep than during NREM sleep. We postulate that this difference is secondary to differences in upper airway vascular perfusion between REM and NREM sleep.