The development of ovarian follicles in a skink has been studied with light and electron microscopy. In early stages the previtellogenic oocyte has a follicular covering (granulosa) comprising only two cell types, small cells and pyriform cells. A complex microvillous interdigitation between follicle cells and oocyte is present from very early stages but regresses as a mature size is reached. The outer thecal layer differentiates into distinct interna and externa as growth proceeds. Occasional biovular follicles are formed. Pyriform cells establish direct continuity with the oocyte via cytoplasmic bridges which traverse the layer of microvilli interdigitating in the zona pellucida. Such bridges appear most frequently just before the onset of yolk deposition; the organelles and cytoplasmic constituents presumed to be transferred across them may stimulate this activity. As the follicles grow, the pyriform cells shrink and disappear to leave just the small cells forming the single layered granulosa. There is asynchrony in recruitment and/or early growth rates of follicle crops and uniformity of oocyte size appears only as vitellogenesis nears completion (with up to five oocytes, about 1 cm in diameter, on each side). Yolk deposition may involve transformation of golgi vesicles or pinocytotic vesicles but there is no evidence to show mitochondria as foci for deposition.