The purpose of this study is to investigate the distal insertions of the semimembranosus tendon with MR imaging, correlated with findings in cadavers. Four fresh cadaveric specimens were studied with 3-T MR imaging. Sequences included proton density (PD) sequences (TE, 13; TR, 4957; FOV, 170 × 170; matrix, 424 × 413; NA, 2; slice thickness, 2.5 mm) in the axial, coronal, and sagittal planes and 3D fast field echo (FFE) sequences (TR 9.4; TE 6.9; FOV, 159 × 105; matrix, 200 × 211; NA, 2; slice thickness, 0.57 mm). One specimen was dissected and three specimens were sectioned with a bandsaw in the axial, coronal, and sagittal plane. The sections were photographed and correlated with MR images. To standardize the analysis, the semimembranosus muscle and tendon were assessed at seven levels for the axial sections, and at three levels for the coronal and sagittal sections. Anatomic dissection revealed six insertions of the distal semimembranosus tendon: direct arm, anterior arm, posterior oblique ligament extension, oblique popliteal ligament extension, distal tibial expansion (popliteus aponeurosis), and meniscal arm. Axial MR images showed five of six insertions: direct arm, anterior arm, oblique popliteal ligament extension, posterior oblique ligament extension, and distal tibial expansion. Sagittal MR images showed four of six insertions: direct arm, anterior arm, oblique popliteal ligament arm, and distal tibial expansion. Sagittal MR images were ideal for showing the direct arm insertion, but were less optimal than the axial images for showing the other insertions. The anterior arm was seen but volume averaging was present with the gracilis tendon. Coronal MR images optimally revealed the anterior arm, although magic angle artifact was present at its posterior aspect. The common semimembranosus tendon and meniscal arm were also well depicted. The division in anterior arm, direct arm, and oblique popliteal ligament arm was poorly seen on coronal images due to volume averaging. Although the anatomy of the distal semimembranosus tendon is complex, six different semimembranosus insertions can be identified on routine proton density and FFE sequences at 3 T. Analysis of images at defined levels in the three imaging planes simplifies MR interpretation of the anatomy of the distal semimembranosus tendon.