Larvae of the neotropical frogs Phyllomedusa are distinctive in that they feed normally in mid-water on phytoplankton, maintaining neutral buoyancy by means of an independently beating tail filament. The feeding mechanism of larval Phyllomedusa trinitatis was studied morphologically and experimentally. The primary feeding mechanism involves a buccal rasp which may in some circumstances render food into small particles, a pumping mechanism which forces water through the buccal cavity and the gill filters, an entanglement system which traps particles in mucous strings produced in special organs, and the formation of mucous cords which transport particles to the oesophagus. In mid-water feeding and surface feeding the buccal rasp serves only its other function in preventing backflow of the respiratory stream. The primary feeding mechanism is discussed and compared with schemes proposed for Rana temporaria and R. agilis. Little agreement exists between these schemes and that which is here proposed. It is concluded that the primary feeding mechanism is the same in the three forms but that there are behavioural differences in feeding generally. Some comment is made on the primary feeding mechanism in the Microhylidae.