The haemocytes of larvae and young pupae of Calliphora erythrocephala are studied by phase contrast and electron microscopy and three cell lineages are distinguished: plasmatocytes, thrombocytoids and oenocytoids. The plasmatocytes show important modifications during larval development and at the time of histolysis, which are described and discussed in relation to the function of these cells in the physiology of Calliphora. The thrombocytoids, haemocytes which had not been recorded so far, are characterized by a strong tendency to fragmentation, this process leading to the formation of the “anucleated cytoplasmic fragments” and the “naked nuclei” referred to by earlier authors. The ability of the cell fragments, which retain normal cytological characteristics, to agglutinate and form intricate networks, is discussed in relation to haemostasis in Calliphora. The ultrastructural study of the haemocyte accumulations in the vicinity of the posterior part of the dorsal vessel reveals the basic organization of haemocytopoetic tissue, as described recently in orthopteran insects. The functional importance of this tissue in the production of haemocytes is demonstrated by X-irradiation and ligation experiments in larvae of Calliphora.