The planktivorous mobulid rays are a sister group to, and descended from, rhinopterid and myliobatid rays that possess a dentition showing adaptations consistent with a specialized durophagous diet. Within the Paleocene and Eocene, there are several taxa that display dentitions apparently transitional between these extreme trophic modalities, in particular the genus Burnhamia. The holotype of Burnhamia daviesi was studied through X-ray computed tomography (CT) scanning. Digital renderings of this incomplete but articulated jaw and dentition revealed previously unrecognized characters regarding the jaw cartilages and teeth. In addition, the genus Sulcidens, gen. nov., is erected for articulated dentitions from the Paleocene previously assigned to Myliobatis. Phylogenetic analyses confirm Burnhamia as a sister taxon to the mobulids and the Mobulidae as a sister group to Rhinoptera. Shared dental characters between Burnhamia and Sulcidens likely represent independent origins of planktivory within the rhinopterid-myliobatid clade. The transition from highly specialized durophagous feeding morphologies to the morphology of planktivores is perplexing but was facilitated by a pelagic swimming mode in these rays and, we propose, through subsequent transition from either meiofauna-feeding or pelagic fish-feeding to pelagic planktivory.