Zoea-1 larvae of H. araneus were kept under different nutritional conditions. Their midgut glands were investigated with a transmission electron microscope. The glandular epithelium consists of the cell types known from adult decapods. It is mainly the R-cell type that undergoes ultrastructural alterations which reflect nutritional conditions. R-cells of fed larvae are characterized by large lipid inclusions; after a certain period of food deprivation (point-of-no-return) the original ultrastructure cannot be reestablished. Refeeding results in large glycogen deposits in these cells.