Cerium conversion coatings, which have been used as protective coatings for aluminum alloys, are now being considered as an alternative to chromium conversion coatings for improving the corrosion resistance of magnesium alloys. This study investigated the evolution of conversion coatings on an AZ31 magnesium plate immersed in 0.05 M cerium nitrate solution. In addition to the expected growth of the conversion coating,with immersion time, it was found that there may be an inherent adhesive weakness within the coating layers, which then led to partial detachment of the coatings from the magnesium plate while drying the samples at room temperature. Cross-sectional transmission electron microscopy characterization of conversion coatings revealed a three-layered structure comprising of porous, compact, and fibrous layers sequentially formed on top of the magnesium plate. Furthermore, the weakest bonding was identified as the interface between the compact and the fibrous layers. Based on the identified layer morphology and the respective composition, a possible formation mechanism for cerium conversion coating on magnesium alloy was proposed, which would serve as a basis for improving the adhesive strength of the coating on magnesium substrate. (C) 2004 The Electrochemical Society. All rights reserved.