We examined cells from the nucleus pulposus and annulus fibrosus of adult bovine intervertebral discs, using confocal laser scanning microscopy on living unfixed tissue. These cells were visualised using chloromethyl fluorescein diacetate, a membrane-impermeant fluorescent dye. The organisation of cells from the outer annulus was also determined using confocal microscopy after fixation and staining the actin-filaments with FITC-phalloidin. We found that cellular processes were a dominant feature of cells from all regions of the disc including the cells of the nucleus pulposus and inner annulus. These processes were also visible in histological sections of disc examined both at the light and electron microscope level, even though cells from the nucleus and inner annulus appeared chondrocyte-like, being rounded and enclosed in a capsule. The function of these processes is at present unknown. We suggest that they may serve to sense mechanical strain.