Fifteen adult female Wistar albino rats were fed on a diet containing powdered Crotalaria spectabilis seeds for periods of up to 5 wk. Electron microscopic studies were carried out on the lungs of these animals and also of three control rats. Both groups of animals showed protuberances of smooth muscle cells. In the control rats such protuberances were small and filled out spaces created by undulation of the internal elastic lamina produced by collapse of the vessel. These protuberances could be prevented by fixing the lung in distension. Evaginations of smooth muscle cells in the test rats were larger, devoid of myofilaments and organelles and arose from the parent cell between dense attachment points on the sarcolemma. Frequently they arose through a narrow cytoplasmic isthmus and had such electron-lucent contents as to resemble a cyst within the endothelium. In fact they pressed onto the undersurface of endothelial cells which fitted over them like a cap. Such evaginations are thought to arise as a result of sustained vasoconstriction.