We investigated the mechanism of resistance to penicillin in two penicillin-resistant clinical isolates of viridans streptococci that caused life-threatening infections in two patients not receiving chronic penicillin therapy. The first was a strain of Streptococcus intermedius that was isolated from the cerebrospinal fluid of a patient with post-neurosurgical meningitis. The second was a strain of Streptococcus mitis recovered from the bloodstream of a leukemic patient with neutropenia. Both patients failed to respond to penicillin. The mechanism of resistance in these strains was associated with diminished affinity for penicillin of their penicillin-binding proteins, as compared with those of penicillin-susceptible control strains. We conclude that penicillin-resistant viridans streptococci may cause serious infections even in patients not receiving chronic penicillin therapy, that this resistance is clinically significant and may result in failure of penicillin therapy, and that the mechanism of resistance in these strains is associated with diminished affinity of the penicillin-binding proteins for penicillin.