Light and electron microscopic studies were done on normal cells and L forms of Proteus mirabilis, Staphylococcus aureus, and Corynebacterium sp. grown in liquid media. Under the prevailing growth conditions, the L forms studied were morphologically indistinguishable from one another. They appeared as approximately spherical elements occurring singly or more often connected with each other by thinner portions of cell material. In sections of large L forms, the following structures were seen: a peripheral, triple-layered ("unit") membrane, a granular cytoplasm, nuclear regions, and vacuoles limited by membranes. Small bodies often were present inside the vacuoles. These bodies also contained a peripheral membrane and a granular cytoplasm but usually no nuclear regions. The normal bacteria from which the L forms were derived differed markedly in structure from one another, especially in the surface layers of the cells. Studies on the structure of bacteria have been greatly facilitated during the past 10 years thanks to increased resolution of the available electron microscopes and to advances in electron-microscopical techniques, e.g., the fixation and embedding methods developed by Kellenberger, Ryter, and Sechaud (1958). However, relatively few detailed reports on the structure of bacterial L forms have appeared so far (