We examined gill morphology and ventilatory function in the carpet shark family Parascylliidae using 14 preserved specimens of Parascyllium ferrugineum, P. variolatum, P. collare and Cirrhoscyllium japonicum, and two live specimens of P. ferrugineum and P. variolatum. Morphological examinations revealed eight morphological characteristics related to the fifth gill, based on comparisons with other elasmobranchs, viz. large fifth gill slit without gill filaments, anatomical modifications in the fourth ceratobranchial cartilage and coraco-branchialis muscle, and the hypaxialis muscle associated with the fifth gill arch. Ventilation examinations using dyed seawater and prey items showed different water flows through the gill slits for respiration and prey-capture actions. For respiration, water sucked into the mouth was expelled equally through the first to fourth gill slits via a “double-pump” action, there being no involvement of the fifth gill slit. In prey-capture, however, water sucked into the mouth was discharged only via the widely opened fifth gill slit. This form of water flow is similar to that in other benthic suction-feeding sharks (e.g., Chiloscyllium plagiosum), except for the active water discharge by wide expansion and contraction of the fifth parabranchial cavity. The latter is dependent upon the morphological modifications of the fourth and fifth gill arches, derived phylogenetically as a mechanistic suction specialization in Parascylliidae.