Study of living frog oocytes with the phase microscope has shown that the early yolk appears in two forms. One of these, the protein yolk, consists of thin, dense, plate-like bodies which in face view are almost always regular hexagons. The other form, the fatty yolk, occurs as clusters of globules of varying sizes. The plate-like bodies occur both singly and in clusters. As the oocytes mature these plate-like bodies grow in size while retaining their hexagonal outline. Mitochondria have been observed to increase in length and numbers as the oocytes mature; they are rods or filaments at all stages of growth up to an oocyte diameter of 300 microns. The oocyte cytoplasm gradually becomes packed with long mitochondria, plate-like bodies, and clusters of globules.