In the hibernating (diapausing) Colorado potato beetle, Leptinotarsa decemlineata Say, the flight muscles show pronounced degeneration. The muscle fibrils are greatly reduced in diameter and the sarcosomes are virtually absent. Similar signs of degeneration could be produced by extirpation of the postcerebral complex of endocrine glands, the corpora cardiaca and corpora allata. Reimplantation of active postcerebral complexes resulted in a very rapid regeneration of the muscle fibrils and new formation of sarcosomes.