Larvae of Ceratophrys ornata are carnivorous, have relatively short digestive tracts and continue to feed during metamorphic climax, in contrast to those of more typical herbivorous anuran larvae. The present study describes both histological and histochemical changes in the stomach, small intestine, and large intestine of C. ornata prior to and during metamorphic climax. Modifications in these organs were found to be similar to but less dramatic than those in herbivorous larvae. Luminal epithelial cells in the three regions develop vacuoles, suggesting degeneration, but sloughing of this epithelium, as occurs in herbivorous larvae, was not observed in C. ornata. Multicellular tubular glands develop gradually in the gastric area during the larval stages, gastric pits appear during metamorphic climax, and mucous neck cells are first visible in the juvenile. Goblet cells in the small and large intestine increase in number during larval life, as do the number of folds in the intestinal wall. Increase in diameter and thickness of the wall occurs in the stomach as well as in the small and large intestine. Such changes result in an adult-type digestive tract characteristic of frogs in general. Staining with two horseradish peroxidase conjugated lectins, soybean agglutinin (SBA) and Ulex europaeus agglutinin I (UEA I), demonstrated specific sites along the digestive tract of glycoconjugates with terminal sugars N-acetylgalactosamine and alpha-fucose, respectively. As metamorphic climax approaches, staining intensities decrease--thus providing evidence for metamorphic changes in the sugar moieties of glycoconjugates present in the digestive tract of carnivorous larvae.