SUMMARYPenicillium nodositatum Valla penetrates Alnus incana (L.) Moench roots through deformed root hairs. It then colonizes the cortical cells and induces the formation of myconodules which have structures similar to those of young actinorhizas. The ultrastructure of infected cortical cells has been compared with that of cells infected by pathogenic or symbiotic fungi as well as with that of cells infected by Frankia. Our observations show that an infected host cell shows few visible signs of resistance to the fungal invasion. As soon as P. nodositatum enters the cell, it is surrounded by a wall-like pecto-cellulosic matrix produced by the host cell. The host plasmalemma, invaginated around the endophyte, keeps its integrity as it does in symbiotic associations. At the beginning of the infection, the host cytoplasm and the fungus are intact but when the cell is completely invaded, the host cytoplasm becomes disorganized and subsequently the fungus also senesces, as in roots of Ericaceae infected by an endomycorrhizal fungus or as in older tissues of actinorhizas. P. nodositatum could survive the dead host cell by using its own reserves. Uninfected neighbouring host cells remain intact. P. nodositatum can be considered to behave as a neutral microsymbiont of A. incana, in a way similar to that of a compatible but ineffective Frankia strain.