This paper describes the microscopic evidence supporting a cesium-induced delay in the fusion of chick embryo myoblast membranes during in vitro myogenic differentiation. We have recently demonstrated that the sharp decrease in the conductivity and permittivity of the membranes of these myogenic cells at the time of fusion is delayed 30 h by the addition of cesium to the culture medium (Santini et al., Biochim. Biophys. Acta 945:56-64; 1988). We report here that this delay in fusion is substantiated by direct microscopic observation and that cesium also induces ultrastructural changes in the myoblast cells themselves. Possible mechanisms by which cesium may cause both the delay in fusion as well as the ultrastructural changes observed are discussed.