Abnormal cells and macrophages found in white and yellow turkey semen were studied by electron microscopy. Yellow semen contained many abnormal cells, most of which were large and round or smaller and ellipsoidal. It was concluded that they were aberrant spermatids, with differentiation being more complete in the smaller cells. Only a few cells of the smaller type were detected in normal white semen. Macrophages were occasionally seen in white semen but were numerous in yellow semen. Phagocytic vacuoles of these cells contained structural elements of spermatozoa and abnormal spermatids. Virus particles were not detected in any of the seminal cells observed. Ultrastructure studies of cultured testicular cells obtained from several of the turkeys examined showed the presence of intranuclear Herpesvirus particles in germinal cells. Macrophages from the testicular cultures seldom were seen with intranuclear Herpesvirus, although these cells commonly were found with Herpesvirus particles and cellular debris contained within phagocytic vacuoles.