Using freeze-fracture electron microscopy, compositional changes were analysed in the surface membrane of Xenopus oocytes during maturation after in vitro progesterone treatment, as well as in eggs before and after fertilization. Investigated stages were as follows: (1) defolliculated full-grown oocytes; (2) defolliculated oocytes after 5 min exposure to 5 micrograms/ml progesterone; (3) ditto at germinal vesicle breakdown (GVBD) after 5 h progesterone treatment; (4) unfertilized eggs at oviposition and (5) zygotes 30 min post-fertilization. Comparing the patterns of intramembranous particle (IMP) density and IMP size during these stages the following changes were found: a transient decrease in IMP density was found after 5 min progesterone treatment; a 48% increase during maturation; a further 17% increase after fertilization. In defolliculated oocytes tight-junction-like structures were found, but no gap junctions. These results are discussed with reference to progesterone action, membrane remodelling, protein synthesis and membrane lipid organization.