The ovary and associated appendages of the rare epipelagic octopus, Ocythoe tuberculata caught alive near the harbor of Naoetsu Port, Sea of Japan on 15 February 2005, were examined histologically. The ovary was 40 g in weight, and contained approximately 60,000 eggs. The oocytes, in variously developmental stages, were attached singly to lamella-like stalks. The ovary possesed a central cystic coele, with a complex labyrinthine form in cross section. Each ovoid oocyte in the early stage had a prominent round nucleus (= germinal vesicle) containing several nucleoli. Numerous oocytes were surrounded by an intricately folded follicular epithelial layer. Large spherical oocytes had significant yolk accumulation. Deeply infolded mucosae were present in the proximal part of the oviduct, whereas shallowly intricate mucosae were detected in the distal part of the oviduct, which was surrounded by thick muscular and fibrous connective tissues. The shape of the oocytes and pattern of oogenesis of this epipelagic octopus were similar to those of coastal and deep-sea octopods.