The process of cortical change upon fertilization of eggs of the teleostean fish,Oryzias latipes was investigated. A cortical alveolus (CA) contains colloidal material, a spherical body, and often a membranous structure. Upon insemination, breakdown of the cortical alveoli and elevation of the chorion began around the animal pole and ended at the vegetal pole. It was found that the spherical body was extruded with the colloidal material from the CA: the spherical body swelled after the opening of an aperture and was extruded into the perivitelline space through a large aperture. The empty CA shrank and disappeared completely as a result of the transformation of its envelope to numerous microvilli. The spherical body isolated or in the perivitelline space could be digested quickly by proteolytic enzymes. When spherical bodies in the perivitelline space of a fertilized egg were digested enzymatically, the vitellus came into direct contact with the chorion. The present study seems to show that swollen spherical bodies derived from CA play a role in maintaining a certain distance between the chorion and the vitellus after fertilization.