Scanning and transmission electron microscopy were used to investigate formation and role of glycocalyx material involved in adhesion of Pseudomonas fragi to intact and sarcoplasm-depleted beef surfaces. Depletion of sarcoplasm did not decrease attachment of P. fragi to bovine muscle. P. fragi caused a rapid increase in pH of only intact muscle. Examination of inoculated muscle (washed and intact) by SEM after 1, 2, 3, or 5 day incubation period, revealed a pebbling effect on the bacterium surface as well as a coiling of glycocalyx material. TEM showed two types of polymeric material; one was adherent to the bacterial surface while the other was amorphous. The amorphous type probably corresponded to the coiled glycocalyx revealed by SEM. Close association between glycocalyx and bleb-like evaginations on P fragi reinforces previous hypotheses concerning their role and functions in attachment and meat spoilage.