A reproductive strategy consisting of deep- water spawning and egg-care was inferred for the midwater squid Gonatus onyx Young, 1972. Brooding females and associated eggs and hatchlings, captured between 1250 and 1750 m depth off southern California, are described. Brooding females appear to be senescent and lack tentacles. Large eggs of this species (3 mm) at cold temperatures (3 °C at capture depth) may require as long as 9 mo to develop. The high lipid content of the digestive gland in adult females of this species may provide fuel to support such an extended “brooding” period.