Abstract: An apparatus for microscopically analyzing fluids consisting of subsystems for providing fluid flow and for acquiring and displaying an image. The fluid flow subsystem pumps a portion of the fluid sample from a sample container to a flow-through cell, where a thin planar portion of sample is presented for viewing. The flow-through cell includes a three-part lamination, the two outer members being generally flat and the center member having a display chamber cut out of its central portion. The fluid flow subsystem also includes means for washing the subsystem between samples, by pumping a quantity of solvent through the flow-through cell, the pump and associated tubing. A light beam is passed through the flow-through cell, enabling a video camera to acquire a magnified image of a portion of the sample, which image is displayed on a monitor.