An ultrastructural investigation of oogenesis has been carried out on the acoel turbellarian Convoluta psammophyla. Developing female germ cells are not contained in well delimited ovaries but are freely distributed in the parenchyma and are surrounded by narrow cytoplasmic projections of accessory-follicle cells. Oogenesis can be divided into two periods, the previtellogenic and the vitellogenic phase. In the first period the oocyte undergoes a number of cell differentiations necessary for the intense biosynthetic activity of the second period. The ample development of nucleolus, ribosomes, endoplasmic reticulum and Golgi complexes along with the appearance of large lipid droplets and clusters of electron dense granules characterize the previtellogenic phase. The formation of yolk globules is the main feature of the second period of oogenesis. It occurs by an autosynthetic mechanism involving endoplasmic reticulum and Golgi complexes, since no endocytotic activity has been detected in the developing oocyte. The electron dense granules apparently move towards the cortical ooplasm during the late vitellogenic phase and take part in egg covering formation. Hypotheses on the role of follicle cells and on the phylogenetic significance of a comparative analysis of egg inclusions with homologous structures of other Turbellaria are suggested.