The scrotal contents of 2,281 Merino rams of wide age range examined at 3 abattoirs in Perth, Western Australia, showed a 40% prevalence of rams with 1 or more gross lesions. The percentage prevalence of gross lesions found on autopsy were: adhesions 21, testicular atrophy/hypoplasia 14, testicular calcification 13, congenital cyst of the epididymis 6, cryptorchidism 4, chronic epididymitis/scrotal abscesses 2, varicocoele 2, testicular aplasia less than 1, seminoma less than 1. The prevalence of lesions increased with age of rams. Testicular atrophy was often present when varicocoele, chronic epididymitis and scrotal abscess affected that side of the scrotal sac. Corynebacterium spp was the most frequent isolate from chronic epididymitis. Actinobacillus seminis was isolated once and Brucella ovis was not isolated. About 20% of the rams showed lesions compatible with a diagnosis of reproductive unsoundness. A large proportion of lesions were revealed only after removal of the scrotum and most of these did not appear to affect normal spermatogenesis except for an estimated 9% of rams, which showed mild atrophy/hypoplasia. Samples of these testes showed mild to moderate changes in spermatogenesis on histopathology. It was postulated that the latter group of rams might represent those ill-defined clinical cases which show equivocal results on appraisal of semen samples despite the presence of palpably normal testes.