To investigate the structure of focal contacts, the cytoplasmic faces of fibroblast membranes were examined in solution by scanning force and immunofluorescence microscopy. Focal contacts were identified in scanning force topographs by correlation with fluorescence images. Finer details were resolved in topographs of the focal contacts than in fluorescence micrographs. Increased separation of ventral plasma membranes from the substrate correlated with the duration of cell culture. The cytoplasmic projections of the focal contacts also increased with the cell culture period. These changes accompanied lateral spreading of fibroblasts during the a period of several hours after seeding cells in culture medium.