Discophrya collini reproduces asexually through the formation of a ciliated swarmer by evaginative budding. This process is initiated by the repeated replication of a single subcortical kinetosome to form a kinetosome field. The epiplasm of the multilayered cortex covering this field becomes reduced in thickness and the whole cortex invaginates to produce an internal embryonic cavity. The kinetosomes become organised into rows, and each produces a cilium which projects into the cavity. On completion of the embryonic cavity its walls are extruded through the cavity opening to form an external ciliated swarmer connected to the parent by a thin bridge of cytoplasm. It is suggested that this evagination is induced by a rapid breakdown of supporting microtubules in the cavity wall and the subsequent hydrostatic pressure exerted by the body cytoplasm. The connecting bridge shows no specialised ultrastructural features and separation of swarmer from parent probably is achieved by the active movement of the swarmer. The cytoplasm of the swarmer is similar in structure to that of the adult cell but contains a number of primordia of tentacle axonemes. The infraciliature resembles that of other suctorian swarmers. On settling, the cilia of the swarmer are lost, at least some by resorption, a stalk may be secreted and the axoneme primordia are extended to form functional tentacles.