Exponentially growing cells of Bacillus subtilis and Escherichia coli were Gram stained with potassium trichloro('q2-ethylene)platinum(II) (TPt) in place of the usual KI-12 mordant. This electron-dense probe allowed the staining mechanism to be followed and compared with cellular perturbations throughout the staining process. A crystal violet (CV)-TPt chemical complex was formed within the cell substance and at the cell surface of B. subtilis when the dye and Pt mordant were added. The ethanol decolorization step dissolved the precipitate from the cell surface, but the internal complex was retained by the cell wall and remained within the cell. This was not the case for E. coli; the ethanol decolorization step removed both surface-bound and cellular CV-TPt. During its removal, the outer membrane was sloughed off the cells until only the murein sacculus and plasma membrane remained. We suspect that the plasma membrane was also perturbed, but that it was retained within the cell by the murein sacculus. Occasionally, small holes within the murein and plasma membrane could be distinguished through which leaked CV-TPt and some cellular debris. Biochemical identification of distinct envelope markers confirmed the accuracy of these images. Although the Gram reaction is a technique on which much of the criteria for bacterial taxonomy resides, the actual effect of the stain on cells is imperfectly understood. There is general agreement that the staining response between gram-negative and-positive bacteria is due to a fundamental permeability difference between the two types of cells and that this difference resides within the molecular fabric of their enveloping layers (1, 2, 4, 26, 28, 32). Clearly there are distinct structural differences between the two wall types (4); these unique structural traits are the result of profoundly different chemistries (4, 11, 25). Presumably, it is these features that, in concert, control the end result of the Gram stain.