1. Bacteria adhering to the ileal epithelial cells in broiler and White Leghorn (WL) chickens aged 1 to 60 d were observed with scanning (SEM) and transmission (TEM) electron microscopes. 2. In SEM observations, bacteria were not found on day 1 after hatching in either breed. In 10-d-old broilers many bacteria were observed around the apical area of villi. The number decreased with age and disappeared by 50 d. In WL chicks, the bacteria were first observed at 20 d. Numbers were much fewer than in broilers and none were seen after 30 d. 3. TEM investigations showed that bacteria had a cytoplasmic membrane, cell wall and nucleus but no nuclear membrane and organella, were compartmentalised and resembled Streptobacillus moniliformis. At the attachment zone to the epithelium, many mitochondria were observed in the epithelial cells; the bacterial membrane did not fuse to the epithelial cell membrane except at the apex of the attachment end where the bacterial membrane seemed to undergo lysis, suggesting a possibility that some bacterial components were transferred to the epithelial cells. 4. It is possible that the bacterial aid in the functioning of ileal epithelial cells. Possible functions are discussed in relation to the morphological features.