Explants of stria vascularis and spiral ligament of guinea pig cochlea were kept in primary culture. On the explant, proliferating marginal cells advanced by 15 microns/day, suggesting that in vivo defects of the strial epithelium can be covered by new marginal cells. The marginal cells growing in the cell culture dish had a diameter of 12.8 +/- 0.7 microns and formed an epithelial monolayer. Adjacent cells were connected by desmosomes and tight junctions. The cells were uniformly polarized. The apical membrane had small invaginations and numerous microvillus-like extensions, and the convoluted lateral membrane interdigitated with adjacent cells. The basal infoldings were smaller in cultured cells than in vivo; mitochondria were dispersed in the entire cytoplasm rather than concentrated in basolateral infoldings. The basal membrane infoldings of cultured marginal cells did not interdigitate with underlying fibroblast-like cells. Marginal cells were separated from underlying fibroblast-like cells by a fluid-filled space which was sometimes enlarged, leading to the formation of "domes" in the otherwise planar epithelium.