The reproductive biology of Atlantic croaker, Micropogonias undulatus, collected during 1990-91 from commercial catches in Chesapeake Bay and in Virginia and North Carolina coastal waters (n=3,091), was studied by using macroscopic and microscopic gonad staging, the gonadosomatic index, oocyte diameter distributions, and histological analysis. Atlantic croaker are multiple spawners with asynchronous oocyte development and indeterminate fecundity. Mean length at first maturity for males and females was 182 and 173 mm TL, respectively. More than 85% of both sexes were mature by the end of their first year and all were mature by age 2. Spawning extends over a protracted period (July-December), but individual fish apparently spawn over a shorter interval. Eleven gravid and running-ripe females were collected within the Chesapeake Bay suggesting some spawning occurs in estuarine waters. Monthly sex ratios indicated a strong predominance of females during the main period of spawning. A high incidence of atretic, advanced yolked oocytes in spawning females collected throughout the spawning season suggests that a surplus production of yolked oocytes may be part of the reproductive strategy of Atlantic croaker