An experiment was conducted using 16 cyclic, Welsh Mountain ewes during the luteal phase of the estrous cycle to determine the effect of a 5-day period of feeding a high-energy high-protein diet (lupin grain; 500 g/day) on folliculogenesis and on the plasma concentrations of glucose, insulin, follicle stimulating hormone (FSH) and estradiol-17beta, and on the follicular fluid concentrations of glucose, inhibin A, estradiol-17beta, androstenedione and progesterone. Average weight did not differ between lupin-fed and control groups during the experiment. There was a trend for the number of small and large follicles to increase in the lupin-fed group. The plasma concentrations of glucose (P=0.012) and insulin (P=0.007) were higher during the feeding period in lupin-fed ewes. The plasma concentrations of FSH and estradiol-17beta were not significantly different. The mean follicular fluid concentration of glucose (small follicles; <3.5 mm) from lupin-fed ewes was elevated (P=0.010) and progesterone lowered (P=0.034) compared to controls. The follicular fluid concentrations of estradiol-17beta, androstenedione and inhibin A were not significantly different. The follicular fluid concentration of estradiol-17beta was positively correlated with androstenedione (r=-0.241; P=0.001) and inhibin A (r=0.734; P< or =0.001) and glucose was negatively correlated with inhibin (r=-0.241; P=0.01), but not estradiol (r=0.075; P=0.410) or androstenedione (r=0.050; P=0.564). The lupin grain supplement increased the number of follicles as expected, but this increase was not significant. These changes were reflected in follicular fluid where lupin feeding increased the concentration of glucose and decreased the concentration of progesterone in follicles less than 3.5mm in diameter. These data suggest that the local ovarian actions of nutrients have a role in the mediation of nutritional influences on folliculogenesis.