The growth of epitaxial GaAs doped with the rare earth thulium (Tm) by MBE is reported for the first time. The nature of the incorporation of Tm has been studied using SIMS, RBS, TEM, PL and DCXRD. Sharp doping profiles have been observed by SIMS from samples doped in a staircase structure. Under standard GaAs growth conditions, TEM has revealed a solubility limit of ∼5×1019cm−3, above which Tm precipitates as spherical nano-particles of uniform size (1.3–1.7nm). High resolution TEM has provided no evidence for strain relaxation around these precipitates. Growth at higher substrate temperatures (≥620°C) or at As:Ga ratios close to stoichiometry, results in the formation of precipitate wires and/or bifurcated structures (“quantum trees”) aligned approximately in the direction of growth. Such behaviour is in common with that of Er in GaAs and suggests that the precipitates result from the self-organised growth of TmAs. Mechanisms for the formation of the quantum wires and trees are suggested. Initial photoluminescence spectra from these samples show two groups of narrow Tm3+ intra 4f transition lines corresponding to the 3H5 – 3H6 (∼1.01eV/1.2μm) and 3H4 – 3H6 (∼ 0.71eV/1.7μm) transitions. The spectra exhibit an excellent correlation with those obtained from samples grown by MOVPE and also those implanted with Tm by other groups.