The development of notochordal cells of nucleus pulposus was studied with electron microscope in human fetuses ranging from 30 mm to 260 mm crown-rump length. At 30 mm fetus, primitive notochordal cells were large with central nucleus, few organelles, and their cytoplasm usually contained dense glycogen and fine filaments. Notochordal cells at all ages contained bundles of fine filaments of indeterminate nature. One unusual feature of fetal notochordal cells was the consistent presense of rough endoplasmic reticulum surrounding poorly developed mitochondria. At 50 mm fetus, notochordal cells formed dense masses with interdigitating cell membranes connected by a variety of cell to cell junctions. With increasing age, the cell connections became slender threaded cytoplamic extending from cell and enclosed large extracellular space. Chondrocyte-like cells appeared to be separated by large volumes of extracellular matrix. Viable notochordal and condrocyte-like cells existed in specimen from all age. The extracellular spaces were filled with fibrillar and granular material by 90 mm fetus. Necrotic cells were distinguished by loss of their membrane integrity, vacuolization of their organelles, and the presence of dense osmiophilic masses. In adult tissue, notochordal cells became rounded or irregular in shape and developed a pericellular matrix consisting of collagen fibrile, and dense particle. The structure of notochordal cells and their persistance in the nucleus pulposus after fetal life suggested that they may have a significant role in the formation and maintenance of the nucleus pulposus. The presence of Golgi complex and well-developed endoplasmic reticulum in chondrocyte-like cells suggested that they are capable of producing and maintaining the extracellular matrix.