Time-lapse cinematography and immunofluorescence microscopy were used to study cellular events during amoebal fusions and sexual plasmodium development in Physarum polycephulum. Amoeba1 fusions occurred frequently in mixtures of strains heteroallelic or homoallelic for the mating-type locus mafA, but plasmodia developed only in the matA-heteroallelic cultures. These observations confirmed that mafA controls development of fusion cells rather than cell fusion. Analysis of cell pedigrees showed that, in both types of culture, amoebae fused at any stage of the cell cycle except mitosis. In mafA-heteroallelic fusion cells, nuclear fusion occurred in interphase about 2 h after cell fusion; interphase nuclear fusion did not occur in mafA-homoallelic fusion cells. The diploid zygote, formed by nuclear fusion in mafA-heteroallelic fusion cells, entered an extended period of cell growth which ended in the formation of a binucleate plasmodium by mitosis without cytokinesis. In contrast, no extension to the cell cycle was observed in mafA-homoallelic fusion cells and mitosis was always accompanied by cytokinesis. In rnatA-homoallelic cultures, many of the binucleate fusion cells split apart without mitosis, regenerating pairs of uninucleate amoebae; in the remaining fusion cells, the nuclei entered mitosis synchronously and spindle fusion sometimes occurred, giving rise to a variety of products. Immunofluorescence microscopy showed that rnatA-heteroallelic fusion cells possessed two amoebal microtubule organizing centres, and that most zygotes possessed only one; amoebal microtubule organization was lost gradually over several cell cycles. In mafAhomoallelic cultures, all the cells retained amoebal microtubule organization.