Female Wistar-Furth rats were injected at one week of age with cells from either the GH1 or GH3 rat pituitary cell lines. Controls were injected with vehicle. Rats were killed at 11 weeks of age and satellite cells in the soleus and extensor digitorum longus (EDL) muscles were examined using transmission electron microscopy. Satellite cells in both the soleus and EDL muscles of rats with tumours which secreted growth hormone generally appeared to be metabolically more active than those cells seen in the muscles of control rats. The source of pituitary cell line did not appear to influence satellite cell ultrastructure. In rare instances, myofibers of tumor-bearing rats appeared to extend cytoplasmic projections around satellite cells as if to engulf the latter. There was no evidence of a pathological condition. Since only one time frame was observed, the effects of prolonged exposure to elevated blood growth hormone levels on satellite cells are not known.