Interstratification of complete layers has long been recognized in phyllosilicates. Interlayering on a fine scale with a host containing partial layers of a second phase has only recently been recognized by using TEM. Considering similarities in structural units of phyllosilicates this type of interlayering should be expected. Alteration samples from Butte, Montana, show extensive development of partial interlayers in kaolinite, sericite, and pyrophyllite. Kaolinite found in plagioclase sites always grows from smectite and in the growth process incorporates unit cell thick lenses of the smectite. The interlayers show up as increased spacing in 001 fringes and cause considerable strain in the surrounding kaolinite structure. Pyrophyllite studied was found to have abundant interlayers and inclusions of muscovite. This muscovite was identified from diffuse 10 A reflections and microanalysis. The muscovite inclusions are usually less than 5 layers thick and extend from 50 A to 1,000 A in the ab plane. In sericite fine interlayering is subtle for the interlayers vary only slightly in unit cell size and composition from the host; however, structural changes are significant enough to cause imagable strain contrast in the host. Zones of fine interlayers are thought to mark healed subgrain boundaries which originally were zones of compositional heterogeneity.