Patterns of nuclear protein changes during embryogenesis in two nematode systems: Ascaris lumbricoides and Panagrellus silusiae were examined microspectrophotometrically. In both species, development is accompanied by an extensive loss of basic nuclear protein as noted by the diminished intranuclear binding of both the Sakaguchi reagent and fluorodinitrobenzene chromophore. The alkaline fast green (pH 8.1) procedure stained both nuclear and cytoplasmic regions of interphase cells to a similar extent throughout embryogenesis. In cells at metaphase the chromosomes bound the fast green dye intensely while the cytoplasm continued to give a positive reaction. Relative Feulgen stainability of nuclei during embryonic development varied between species. In Ascaris, the one-celled stage nucleus was Feulgen-negative and the LI juvenile somatic nuclei yielded a mean Feulgen-DNA value which was considerably less than a postdiminution diploid DNA equivilent. In Panagrellus, the nuclei of one-celled stage embryos contain DNA in excess of a 4C quantity which subsequently is reduced during embryonic divisions. As in Ascaris the nuclei of Panagrellus LI juveniles give hypodiploid Feulgen-DNA values. The significance of these changes remains to be determined.