An egg changes dramatically at fertilization. These changes include its developmental potential, its physiology, its gene expression profile, and its cell surface. This review highlights the changes in the cell surface of the egg that occur in response to sperm. These changes include modifications to the extracellular matrix, to the plasma membrane, and to the secretory vesicles whose contents direct many of these events. In some species, these changes occur within minutes of fertilization, and are sufficiently dramatic so that they can be seen by the light microscope. Many of these morphological changes were documented in remarkable detail early in the 1900s by Ernest Everett Just. A recent conference in honor of his contributions stimulated this overview. We highlight the major cell surface changes that occur in echinoderms, one of Just's preferred research organisms. Mol. Reprod. Dev. 76: 942–953, 2009. © 2009 Wiley-Liss, Inc.