Transmission electron microscope-analytical electron microscope analyses have been carried out on secondary minerals from pillow basalts with various degrees of alteration from the Juan de Fuca Ridge (ODP Leg 168). The electron microscopic data indicate that the alteration products consist mainly of phyllosilicate mixtures. The least altered sample shows poorly crystalline phyllosilicates occurring as flakes with 10 Aa-spaced lattice fringes. They have compositions of celadonite mixed with smectite and/or Fe oxyhydroxides and Mg-rich smectite. Proceeding towards older, more altered basalts, the alteration products consist of: (1) poorly crystalline celadonite mixtures and Mg-rich smectite; and (2) phyllosilicates with a higher degree of crystallinity, showing lattice fringes with 9.1 Aa-spacing and with a talc-like composition. Changes in phyllosilicate association occur as the type of alteration changes from an oxidizing, water-dominated system (occurrence of celadonite mixtures with Fe hydroxides) to a reducing, rock-dominated system (occurrence of Fe-smectite and talc-like mixtures).