Characteristic of the process of myogenesis are the changes in the composition and organization of the cell membrane. While poorly understood, these changes have biochemical and biophysical relevance. Recently, changes in molecular order of the myoblast membrane which accompany differentiation in vitro have been observed (Santini, M.T., Indovina, P.L. and Hausman, R.E. (1987) Biochim. Biophys. Acta 896, 19-25). To further investigate these cell fusion processes we have examined additional physical parameters: conductivity and permittivity of the myoblast membrane during differentiation which reflect the molecular arrangement of the membrane. The determination of these parameters is possible because in the radio frequency range suspensions of cells in an electrolyte buffer show a characteristic conductivity dispersion due to the interfacial polarization. An analysis of our experimental data based on a 'single-shell' model showed that conductivity and permittivity of the membrane of pre- and post-fusion myoblasts varied significantly and abruptly. The conductivity of the cell interior (cytosol) remained constant. We discuss the significance of the observed changes in these membrane parameters for myogenesis.