Recent observations indicate that 'cannibalism' among first-ranked cluster ellipticals almost certainly occurs. Nearly 30% of first-ranked galaxies have multiple nuclei, the merger time scales for which are all very short. Dynamical evidence from the structure of the galaxies themselves, such as the radius-luminosity relation having the form predicted by simple cannibalism models to quite high accuracy, concurs with the merger predictions. The present investigation is concerned with a multiple-nucleus system, the peculiar central 'galaxy' in the poor cluster V Zw 311 (Zwicky 1971), which is also 407 in the catalog of Abell (1958). This remarkable object has many compact nuclei embedded in a luminous matrix. At least nine condensations with luminosities comparable to the outlying cluster galaxies make up the central object. Attention is given to the spectroscopic observations, details of photometry, and three different dynamical systems, including the inner nuclei, the envelope, and the cluster as a whole.