A radical change in the abundance of invertebrate megafauna has occurred over a vast area of the Porcupine Abyssal Plain, north-east Atlantic, in recent years. In particular, the holothurian Amperima rosea has increased in abundance by three orders of magnitude. The sudden increase in abundance of A. rosea appears to be the result of environmental forcing rather than localized stochastic population variations. Amperima rosea produces small eggs ([les ]200 μm) indicating (1) planktotrophic larval development or (2) lecithotrophic larval development with an abbreviated larval stage. It also reaches maturity at a very small size. The reproductive biology of A. rosea indicates that it can increase rapidly in population size and can colonize large areas quickly. It has high fecundity, as predicted by gonad indices and observed in histological studies. Fecundity was greater in winter than in summer months, but there was no clear evidence of seasonal or episodic reproductive events. All males, irrespective of sample season or year, were mature with spermatozoa. Most oocytes were of an intermediate size (70 to 120 μm), either at the late previtellogenic (70–90 μm) or early vitellogenic (100–120 μm) stage of development. It is postulated that development of full vitellogenesis, leading to episodic spawning, might be dependent on certain environmental stimuli. The most likely stimulus is food supply. Amperima rosea has been shown to feed preferentially on phytodetritus and to have a requirement for certain sterols in its diet. Qualitative changes in the flux of organic matter to the sea-floor may control vitellogenesis and fecundity, and hence have an effect on the population dynamics of the species.