Ineffective alfalfa nodules were examined at the light and electron microscope level after inoculation with Rhizobium meliloti strains with mutations in nif and fix genes. All the mutant strains induced nodules that contained elongated bacteroids within the host cells, but the bacteroids quickly senesced. The nodules were small and numerous, and the host cells also exhibited symptoms of an ineffective symbiosis. nifB, fixA, and fixB bacteroids appeared to be completely differentiated (by ultrastructural criteria), i.e., as bacteroids developed, they increased in diameter and length and their cytoplasm underwent a change from homogeneous and electron dense to heterogeneous and electron transparent after enlargement. In contrast, nifA bacteroids rarely matured to this state. The bacteroids degenerated at an earlier stage of development and did not become electron transparent.