Isolated cultures of mouse L-cells are similar to those of normal cells in showing contact inhibition of movement and topoinhibition of growth. In mixed cultures with untransformed mouse embryo fibroblasts, their parent strain, however, L cells are able to form colonies above the monolayer of normal fibroblasts, i.e., they have a property characteristic of transformed cells. Analysis of microcinematographic data suggests that the behavior of L cells in mixed cultures is a result of their defective attachment to the substratum. Scanning electron microscopy showed that attachment of a normal fibroblast was accompanied by the formation of a wide ring of flattened cytoplasm spread on the substratum (lamellar cytoplasm). This structure was observed to disintegrate in newly attached L cells. The structure of the lamellar cytoplasm remained abnormal in the fully spread L cells. The mean area of lamellar cytoplasm was 3- to 4-times less in L cells than in normal fibroblasts. It is suggested that deficient formation of lamellar cytoplasm may be the basis of the inability of L cells to interact normally with embryo fibroblasts.