Ultrastructure of the corpora lutea (CL) of pregnant rats were studied at different stages of pregnancy. The CL cells of pregnant rats are distinguished from the non-pregnant animals by the increases in the large secretory granule (type-I granule) and well developed mitochondria (so-called disk-type), abundant endoplasmic reticulum (both smooth surfaced and rough surfaced endoplasmic reticulum), and enlarged Golgi complex. In addition, a new type of the secretory granule with small size (type-II granule) appeared after day 16 of pregnancy. These changes were less evident when the conceptus number was reduced to one on day 7 of pregnancy (one-conceptus rats). Interestingly, hypophysectomy on day 12 of pregnancy in the one-conceptuts rats resulted in the significant increase in type-II granuls, which, however, were completely suppressed by ACTH injections. It was concluded form these ultrastructual studies that the CL of the pregnant rat was stimulated by the conceptus-derived substances particularly during the second half of pregnancy, and that ACTH would exert inhibitory effect on the luteal function in pregnant rats.