Changes in lipid class, fatty acid composition, protein, and dry and wet weights of fertilized eggs and developing larvae of striped bass (Morone saxatilis) fed with the live food, Artemia, were investigated. A decrease of wet and dry weights and moisture was observed at the beginning of the larval stage. Larvae regained the original moisture level, and wet and dry weights increased steadily after feeding. Total lipids decreased from 190 μg/egg in fertilized eggs to 151 μg/egg during hatching and increased after feeding. When total lipid contents were expressed as a percentage of larval dry weight, a decline of lipid did not occur until after feeding. Total protein, on the other hand, increased right after feeding, but there was some variation between days. Polar lipids increased significantly from 20 μg/egg at the egg stage to 199 μg/larva at 26 days post-hatching (DPH), 2 days before the onset of metamorphosis, while neutral lipids declined from 175 μg/egg to 80 μg/larva during the same time period. Wax/steryl esters decreased from 150 μg/egg in fertilized eggs to 32μg/larva at 26 DPH. Triacylglycerols dropped from 21 μg/egg to 15 μg/larva before feeding and increased gradually after feeding. In contrast, the level of cholesterol increased 2-3-fold. There was a significant increase of phospholipids, particularly phosphatidylcholine in larvae after feeding. The fatty acid composition of fish larvae was significantly influenced by the diet, Artemia. There was an indication of catabolism of endogenous eicosapentaenoic and docosahexaenoic acids during metamorphosis.