This study aims at obtaining the basic data for the development of pen shell culture at Yoja Bay, the southwest coast of Korea. The authors dealt with the annual gonadal changes of the pen shell, Atrina pectinata japonica, to find out the gametogenesis, reproductive cycle and spawning season, and to investigate the fluctuation in the larval occurence in Yoja Bay. From July 1983 to June 1984, an average of 20 individuals as specimens were monthly collected by commercial fishing dredge near Manwol island located at the mouth of Yoja Bay. The degree of gonadal development was determined by the histological observations as resting spent stage, early developmental stage, after developmental stage, early spawning stage, after spawning stage and degenerative stage. According to these degrees of gonadal development, annual reproductive cycle of the pen shell population was determined. From July to August, the gonads were changed through degenerative into resting stage and, in September and October, they became entirely empty gonads. From November they showed the first sign of gametogenesis developing very slowly. Nevertheless, the developing gametes did not increase in number probably owing to a phagocytic phenomenon by phagocytes which appeared in the gonad during this stage. Some individuals started spawning in April and in May majarity of individuals were in spawning stage. In June, majority of the individuals showed signs of degenerative stage. Therefore, the authors came to a conclusion that the pen shells in Yoja Bay spawn chiefly in May. And this is also supported by the result of the survey on the planktonic occurrences of the pen shell larvae. Namely, there were no larvae at all in April, only a few in May and many in June by vertical water sampling.