Embryo differentiation in Arabidopsis thaliana follows the classical Capsella variation of the Onagrad type. Fertilization occurs approximately 3 h after flowering, whereupon vacuolar organization in the zygote changes and the cell elongates rapidly to approximately three times its original length. Cytoplasmic polarization is maintained. During the first two division steps there is very little increase in total cell volume, and during subsequent divisions vacuole number increases, with a concomitant decrease in size. Plastids remain undifferentiated up to the late globular stage, after which grana begin to develop. Ribosomal concentration increases significantly after fertilization. Differences between embryo proper cells become evident by the heart stage; vacuole, plastid, and mitochondrial abundance, size, and complexity vary within the embryo. There are no plasmodesmatal connections with the endosperm or integuments. Suspensor development is complete by the early globular stage, when it consists of seven to nine highly vacuolate cells, each linked by end wall plasmodesmata. Ribosome and volume densities of plastids and mitochondria are significantly lower than in the embryo proper organelles, and dictyosomes are infrequent. Embryo sac wall projections proliferate throughout the micropylar chamber, especially adjacent to the filiform apparatus and zygote base, and ingrowths form on the basal cell proximal wall. Key words: Arabidopsis, embryogenesis, embryo differentiation, wall ingrowths.