Ruthenium red (RR) and cetylpyridinium chloride (CPC) were used to demonstrate the distribution of cell surface coat material (SCM) on the free epithelial surface of the developing lens vesicle in stages 14–17 (50–64 hours) chick embryos. Observations were made by light microscopy and transmission (TEM) and scanning (SEM) electron microscopy. A progressive increase in SCM is observed on cellular apices within the epithelium of the lens vesicle by means of RR staining, particularly at the margins of the aperture which are the sites of presumptive fusion. In contrast, a relatively thin layer of SCM persists on the adjacent surface ectoderm. Ruthenium red-positive SCM extends across the aperture of the lens vesicle prior to initial contact between the advancing epithelial surfaces. The presence of abundant SCM is interpreted as a possible significant prerequisite to invagination and to epithelial adhesion and fusion prior to detachment of the lens from surface ectoderm. When CPC is added to the fixative, a flocculent precipitate over the aperture of the lens visicle and an associated band of modified surface ectoderm which extends ventrally from its lower margin are observed. The modified ectoderm and associated SCM likely represent a presumptive region of active coordinated cellular migration.