Haemocytes of Mytilus edulis, allowed to attach to the plastic surface of a tissue culture plate in the presence of haemolymph, were observed by time-lapse video recording. When bacteria were added at concentrations of 10 or 50 bacteria per haemocyte, certain bacterial strains caused rounding of the cells within 2–3 h. Haemolymph was necessary for the rounding to occur; if bacteria were added in sterile seawater there was no significant difference in the number of rounded cells between control and bacteria-treated cultures for up to 4 h. The haemolymph factor required for this activity was active at 1/64 dilution in seawater, was sensitive to trypsin treatment, and activity was halved on heating at 56 or 100 °C for 30 min. For the most toxic bacteria tested, Vibrio alginolyticus NCMB 1339 and Vibrio anguillarum A7, haemocyte cell rounding appeared to be induced by a very small number of bacterial cells. Bacteria-free culture supernatant of V. anguillarum 2981 induced rounding of haemocytes in a dose-dependent manner, with 50 % of cells being rounded at a dilution of approximately 1/500 of the culture supernatant. In a survey of 226 bacterial isolates, those isolated from incidents of disease in a bivalve hatchery were significantly more toxic towards haemocytes than bacteria isolated from hatcheries without disease or from turbot hatcheries.