Cell cultures inoculated with caprine respiratory syncytial virus (RSV) were studied with light, fluorescent, and electron microscopy to determine the morphogenesis and structure of the virus. Small syncytia were seen after 36 hours in culture. After 48 hours in culture, syncytia were large and numerous and pleomorphic cytoplasmic inclusions were seen. These inclusions were more pronounced and numerous later in the infection cycle. Indirect immunofluorescence revealed a diffuse to granular cytoplasmic fluorescence with fluorescing fibrils on the cell surface. With the electron microscope, filamentous (100-160 nm) and spherical (90-160 nm) particles were seen budding off the cell membrane. The number of virus buds diminished with increased size of syncytia. Granular pleomorphic cytoplasmic inclusions were seen near the nucleus, and electron dense masses were seen just beneath the cytoplasmic membrane where large quantities of virus were budding from the cell surface. The first type of inclusion had distinct borders; the second diffuse borders and appeared to contain viral nucleoprotein. Negative staining revealed spherical, pleomorphic, and filamentous forms of the virus; the last form predominated. The virions were covered with club-shaped projections, and the nucleocapsids were seen as fragile strands frequently broken into fragments or as isolated rings. Morphogenesis and structure of the caprine RSV places this virus with the Pneumovirus genus of the Paramyxoviridae family.