The fat laid down as a winter reserve by O-group sand smelt, Atherina boyeri, was found to be size-dependent. The larger, earlier-spawned fish lay down more fat prior to the onset of winter. During the winter the fish do not feed for some 100 days and rely on this fat for energy; laterspawned O-group fish (<59 mm s.l. in November) have insufficient fat reserves and starve to death in a normal winter. This loss of the smallest 46% of the O-group is shown as an increase in the mean size of the O-group over the winter period. Older sand smelt age classes have more than sufficient fat reserves for overwintering. There is thus a clear advantage in spawning early in the season, and any restriction on spawning ground availability at that time will result in overall population regulation. This conclusion supports the hypothesis that the density-dependent control on population size in the sand smelt is a limitation on the number of fish which can spawn at the optimum time.