A recent field study indicated that thalli of the beard lichen Ramalina usnea undergo diffuse (“intercalary”) growth throughout their length. We examined thallus sections with TEM to better understand how the highly thickened cell walls of the prosoplectenchymatous cortex behave under conditions of continued expansion. Cell protoplasts were surrounded by massive accumulations of structured electron-dense wall layers interspersed with amorphous, electron-transparent substances, visible as concentric rings in transverse section. Nearest the protoplast, electron-dense wall layers were distinct and more or less alternated with irregular deposits of electron-transparent material. With increasing distance from the protoplast, the electron-dense wall layers were increasingly disrupted and intermixed among the electron-transparent materials. New cell branches grew through the accumulated wall materials, interrupting the layers they penetrated while producing their own concentric wall layers. The differing amounts of cell wall material accumulated was further indication of the different relative ages of such neighbouring cells. These observations suggest that cell walls are disrupted by diffuse tissue expansion and continually replaced by new walls and wall materials deposited to their interior at the interface with the protoplast. This pattern of development, documented previously in R. menziesii and U. longissima, suggests that component cells of lichen prosoplectenchyma behave quite differently from those of diffusely expanding filaments studied in non-lichen-forming fungi, where a single, discrete cell wall is maintained throughout growth.