Larvae of hatchery-reared Pacific oysters Crassostrea gigas Thunberg ceased feedlng 3 to 4 d after spawning, and 60 to l00 O/ O mortalities occurred after 7 to l l d. Up to 25 '!?o of moribund larvae had putative phagocyte precursors and fibroblasts with enlarged nuclei of abnormal shape and chromatin pattern, which contained ovoid to hexagonal, non-enveloped, 97 + 4 nm diameter capsids and nucleocapsids of a herpes-like virus. Nucleocapsids became enveloped and de-enveloped as they passed through the nuclear membranes. Some became enveloped in intranuclear sacs containing tubular elements Naked cytoplasmic nucleocapsids became enveloped by budding into vesicles or Golgi cisternae, and probably acquired a tegument from large dense granular masses near Golgi complexes. Extracellular enveloped virions usually had a tegument, and were 131 + 9 nm In diameter Extracellular naked nucleocapsids were thought to denve from lysed cells. Non-enveloped ovoid to hexagonal 86 t 12 nm virions, thought to be degraded herpesvirions, were abundant in inter-digitating processes of putative phagocytes in > 5 0 % of moribund larvae. Comparison w~t h groups within the Herpesviridae was made, and similarities to cytomegaloviruses noted. Elevated temperature and crowding may increase susceptibility of oyster larvae to herpes-like virus infection.