Small black spots have been noticed on the cephalothorax of Antarctic krill, Euphausia superba, since January, 2001. To study the nature of the black spots, the krill were sampled in the winter of 2003, 2006, and 2007 in the South Georgia region, the Antarctic Ocean. Histological observations revealed that the black spots were melanized nodules that were composed of hemocytes surrounding either bacteria or amorphous material. In the 2007 samples, 42% of the krill had melanized nodules. Most of the nodules had an opening on the body surface of the krill. A single melanized nodule often contained more than one type of morphologically distinct bacterial cell. Three bacteria were isolated from these black spots, and classified into either Psychrobacter or Pseudoalteromonas based on the sequences of 16S rRNA genes. More than three bacterial species or strains were also confirmed by in situ hybridization for 16S rRNA. The melanized nodules were almost always accompanied by a mass of atypical, large heteromorphic cells, which were not observed in apparently healthy krill. Unidentified parasites were observed in some of the krill that had melanized nodules. These parasites were directly surrounded by the large heteromorphic cells. Histological observations suggested that these heteromorphic cells were attacking the parasites. These results suggest the possibility that the krill had been initially affected by parasite infections, and the parasitized spots were secondary infected by environmental bacteria after the parasites had escaped from the host body.