The present study has been inspired by the conflicting data in the relevant literature concerning the embryogenesis of cell types of the parabronchial epithelium and the formation, discharge and distribution of trilaminar substance and lamellar bodies. Lung tissue from embryonic, newly hatched, immature and mature quail was subjected to standard processing for light and transmission electron microscopy. The parabronchial rudiments form shallow primitive atria on embryonic day 13. The precursors of granular cells differentiate with lamellar bodies in their cytoplasm. The residual population of non-granular epithelial cells is the common source for the differentiation of primitive squamous atrial and respiratory cells, the potential producers of trilaminar substance. The primitive squamous atrial cells sprout as branching infundibular canaliculi into the mesenchyme on embryonic day 14. The infundibular epithelium differentiates into the squamous respiratory cells that constitute with blood capillaries the blood-air barrier. Not until the time of hatching could the trilaminar substance be visualized being produced by squamous atrial and respiratory cells. In the late prehatching and early posthatching period the granular cells intensely escalate the production and discharge of lamellar bodies. The lamellar bodies form, together with sheets of trilaminar substance, mixed multilayered masses in atria. They disappear fast in the successive posthatching period. The formation of trilaminar substance in squamous atrial and respiratory cells is governed by the agranular endoplasmic reticulum, the cisternae of which take part in the formation of trilaminar units. The gas exchange tissue is predominantly represented by infundibula in immature quail. The posthatching growth of the gas exchange tissue of immature to mature quail occurs via intense multiplication of air and blood capillaries.