The effects of brief exposure to, or growth in the presence of, lethal and sublethal concentrations of Cu(NO)2 and Cd(NO3) on the ultrastructure of the blue-green algaAnabaena 7120 and the green algaAnkistrodesmus braunii were studied. Exposure to increasing amount of both metal ions led to the appearance of larger proportions of electron-dense cells whose organelles were less well defined than those of untreated cells. Metal-treated cells ofAnabaena 7120 became distorted. Some had a corrugated appearance. Others lysed, leaving a much larger proportion of heterocysts. Such heterocysts were often empty or had a curious collapsed appearance. Growth ofA. braunii in the presence of 10(-4) M Cu(NO2)2 produced substantial numbers of multinucleate giant cells with thick walls; such cells result from repeated mitotic division without subsequent cytokinesis. The giant cells contained centrioles, structures not as yet found in normal cells of the genusAnkistrodesmus. Some nuclei of giant, but not of normal, cells contained deep indentations that appeared as "holes" in cross section. Some giant cells also contained triple parallel strands of endoplasmic reticulum which extended across much of the cell, connecting to the nuclear envelope. Some ultrastructural changes were also noted in algal cells grown over sediment containing Cu or Cd, but these were generally less severe than those occurring when metal ions were added directly to the algal cultures.