In order to attempt to characterize the adipocyte precursor cell in situ in developing adipose tissues from young rats, the light and electron microscopic characteristics were determined of cells in situ in these tissues, as well as in suspensions from the same tissues of cells liberated with collagenase subsequently developing to adipocytes in culture. The functional characteristics of adipose precursor cells at different stages of development in culture is known from previous work, and could therefore be added in parallel to the morphological characteristics. In order to allow comparison with fibroblasts from a site where adipocyte formation does not occur, lung-fibroblasts were also studied in parallel cultures. In culture, a rapidly dividing cell confluenced and reached full expression to adipocytes. This cell had morphological characteristics developing at the same time as early lipid accumulation making it easily distinguishable from a lung fibroblast in culture. A similar cell was found in abundance in the peripheral, non-developed part of the intact epididymal fat pad, here often surrounded by collagen. However, the early preadipocyte (without lipid droplets) and the adipoblast cannot be morphologically distinguished in situ from the fibroblast; therefore it cannot be excluded that fibroblasts and adipoblasts are the same cells in adipose tissue, possibly deriving from the pericyte.